Unassociated Document
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): July 14, 2010 (July 12, 2010)
Neuralstem, Inc.
(Exact name of registrant as specified in Charter)

 
Delaware
  
000-1357459
  
52-2007292
(State or other jurisdiction of
incorporation or organization)
  
(Commission File No.)
  
(IRS Employee Identification No.)
 
9700 Great Seneca Highway, Rockville, Maryland 20850
(Address of Principal Executive Offices)
 
(301) 366-4841
 (Issuer Telephone number)
 
 
 
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 (see General Instruction A.2. below):
 
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))
 
 
 
 

Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

2010 Equity Compensation Plan

On July 12, 2010, at the 2010 Annual Meeting of Stockholders (“Annual Meeting”) of Neuralstem, Inc., (“Company”) the stockholders approved the Company’s 2010 Equity Compensation Plan (“Plan”).

A copy of the Plan is being filed as Exhibit 10.01 to this Form 8-K and is incorporated herein by reference in its entirety.


Item 5.07. 
Submission of Matters to a Vote of Security Holders

The following proposals were submitted to the stockholders at the Annual Meeting:

 
·
The election of one (1) class II director to the Board of Directors for a term ending in 2013 and until his successors is elected and qualified;

 
·
The ratification of Stegman & Company as our independent registered public accounting firm for 2010; and

 
·
The approval and adoption of the 2010 Equity Compensation Plan.

For more information about the foregoing proposals, see our proxy statement dated June 4, 2010, the relevant portions of which are incorporated herein by reference.

At the Annual Meeting, shareholders representing 34,518,155 shares or 81.37% of the 42,420,017 shares of common stock outstanding on the record date of June 4, 2010 were present in person or by proxy, constituting a quorum for the purposes of the Annual Meeting. Matters voted upon at the Annual Meeting were as follows:

 
Proposal 1 – The Election of one (1) Class II Director to Service Until 2013
 
   
Authorized
  
Broker
Director Nominee
  
For
  
Withheld
  
Non-Votes
William Oldaker
  
11,509,758
  
2,274,717
  
20,733,680


 
Proposal 2 –Ratification of Stegman & Company as our independent registered public accounting firm for 2010.

The proposal was approved.  The vote was:

   
Votes
For
  
Votes
Against
  
Votes
Abstain
  
Broker
Non-Votes
Proposal 2
  
34,418,936
  
48,682
  
50,536
  
0

 
Proposal 3 –Adoption of the 2010 Equity Compensation Plan.

The proposal was approved.  The vote was:

   
Votes
For
  
Votes
Against
  
Votes
Abstain
  
Broker
Non-Votes
Proposal 3
  
12,796,515
  
923,615
  
64,345
  
20,733,680

 
 
 

Item 9.01 
Financial Statement and Exhibits.
 

Exhibit Number
  
Description
     
10.01
  
2010 Equity Compensation Plan
     

 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
 
Date:           July 14, 2010 Neuralstem, Inc.  
     
       
By:
/s/ Richard Garr  
    Richard Garr  
    Chief Executive Officer