iaic_8k.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 
Washington, D.C. 20549
 
Form 8-K
 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): 05/05/2015
 
INFORMATION ANALYSIS INCORPORATED
(Exact name of registrant as specified in its charter)
 
Commission File Number: 000-22405
 
VA
 
54-1167364
(State or other jurisdiction of incorporation)
 
(IRS Employer Identification No.)
 
11240 Waples Mill Rd, Ste 201, Fairfax, VA 22030
(Address of principal executive offices, including zip code)
 
703-383-3000
(Registrant's telephone number, including area code)
 
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 


 
 
 
 
 
Section 5 - Corporate Governance and Management
 
Item 5.07    Submission of Matters to a Vote of Security Holders.
 
a.  
Information Analysis Incorporated (the "Company") held its Annual Meeting of Shareholders on May 5, 2015.
 
b.  
Charles A. May, Jr., William H. Pickle, Sandor Rosenberg, Bonnie K. Wachtel, and James D. Wester were reelected as directors at the Annual Meeting, to hold office until the 2016 annual meeting of stockholders and until their respective successors are duly elected and qualified.
 
Proposal 1 - The following votes were taken at the Annual Meeting of Shareholders in connection with the election of directors to serve until the next Annual Meeting of Shareholders and until their successors are elected and qualified:
 
Director Nominees
 
Votes For
   
Votes Withheld
 
Charles A. May, Jr.
    7,327,019       37,856  
William H. Pickle
    7,336,019       28,856  
Sandor Rosenberg
    7,345,875       19,000  
Bonnie K. Wachtel
    7,327,019       37,856  
James D. Wester
    7,345,875       19,000  
 
Proposal 2 – The Company’s executive compensation for Named Executive Officers was approved on an advisory vote.  The following votes were taken in connection with the proposal:
 
Proposal
 
Votes For
   
Votes Against
   
Abstentions
 
Advisory vote to approve the Company’s executive compensation for Named Executive Officers
    7,183,129       177,856       3,890  
 
Proposal 3 – The frequency for holding an advisory vote on the Company’s executive compensation for Named Executive Officers was approved as 1 Year by advisory vote.  The following votes were taken in connection with the proposal:
 
Proposal
 
1 Year
   
2 Years
   
3 Years
   
Abstentions
 
Advisory vote to approve the frequency for holding an advisory vote on the Company’s executive compensation for Named Executive Officers
    6,734,485       120       619,670       10,600  
 
Proposal 4 - The proposal to ratify the Audit Committee's appointment of CohnReznick LLP as the Company's independent registered public accountants for the 2015 fiscal year was approved. The following votes were taken in connection with the proposal:
 
Proposal
 
Votes For
   
Votes Against
   
Abstentions
   
Broker Non-Votes
 
Ratification of the Audit Committee's appointment of CohnReznick LLP as independent registered public accountants for the 2015 fiscal year
    7,355,875       -       9,000       -  
 
 
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SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
INFORMATION ANALYSIS INCORPORATED
 
       
Date: May 7, 2015
By:
/s/ Matthew T. Sands
 
   
Matthew T. Sands
 
   
Controller
 
       
 
 
 
 
 
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