qualstar_8k-032911.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)
 
March 24, 2011
 
QUALSTAR CORPORATION
(Exact name of registrant as specified in its charter)
 
California
000-30083
95-3927330
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

3990-B Heritage Oak Court, Simi Valley, CA
93063
(Address of principal executive offices)
(Zip Code)
 
Registrant's telephone number, including area code:  (805) 583-7744
 
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:
 
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 

 

Item 5.07
Submission of Matters to a Vote of Security Holders.
 
Qualstar Corporation held its Annual Meeting of Shareholders on March 24, 2011.  The final voting results for the matters voted upon at the meeting are as follows:
 
1. The following six persons were elected as directors to serve a one year term expiring at the Annual Meeting of Shareholders to be held in 2012 or until their successors are elected and qualified:
 
   
Number of Votes Cast
 
 
Name
     
Authority
 
Broker
   
For
 
Withheld
 
Non-Votes
William J. Gervais
 
4,996,549
 
2,340,958
   
1,704,634
Richard A. Nelson
 
4,988,474
 
2,349,033
   
1,704,634
Stanley W. Corker
 
6,850,363
 
487,144
   
1,704,634
Carl W. Gromada
 
6,850,863
 
486,644
   
1,704,634
Robert A. Meyer
 
6,590,902
 
746,605
   
1,704,634
Robert E. Rich
 
4,737,771
 
2,599,736
   
1,704,634
 
2. The results of the shareholder advisory vote on executive compensation were:
 
 
FOR:
6,903,819
 
AGAINST:
399,860
 
ABSTAIN:
33,828
BROKER
NON-VOTES:
1,704,634
 
3. The results of the shareholder advisory vote on the frequency of the advisory vote on executive compensation were:
 
 
1 YEAR:
3,377,828
 
2 YEARS:
133,614
 
3 YEARS:
3,451,187
 
ABSTAIN:
374,878
BROKER
NON-VOTES:
1,704,634
 
In light of the results of the shareholder advisory vote on the frequency of the advisory vote on executive compensation, in which the choice receiving the highest number of votes was “3 Years,” Qualstar’s Board of Directors has decided to hold the shareholder advisory vote on executive compensation every three years.  Accordingly, the next shareholder advisory vote on executive compensation will be held at Qualstar’s 2014 annual meeting of shareholders.
 
4. Proposal to amend Article III, Section 2, of Qualstar’s Bylaws to change the number of authorized directors to a range of not less than five directors nor more than nine, was approved by the following vote:
 
FOR:  8,674,881
AGAINST:  351,415
ABSTAIN:  15,845
 
 
2

 
A copy of Qualstar’s Bylaws, as amended and restated to include the amendment approved by the shareholders at the Annual Meeting, is filed as Exhibit 3.1 to this report.
 
5. Proposal to approve the appointment of SingerLewak LLP as the independent registered public accounting firm to audit our financial statements for the fiscal year ending June 30, 2011, was approved by the following vote:
 
FOR:  8,733,349
AGAINST:  306,493
ABSTAIN:  2,299

 
Item 9.01
Financial Statements and Exhibits.
 
(d)           Exhibits
 
Exhibit No.
Description
3.1
Bylaws, as amended and restated as of March 24, 2011.

 
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.
 
 
QUALSTAR CORPORATION
 
       
       
March 29, 2011  
By:
/s/ William J. Gervais  
   
William J. Gervais
Chief Executive Officer and President
 
       
 
 
3