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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): June 14, 2021
 
DSP GROUP, INC.
(Exact Name of Registrant as Specified in Its Charter)
 
 
Delaware
(State or Other Jurisdiction of Incorporation)
 
 
001-35256
(Commission File Number)
94-2683643
(I.R.S. Employer Identification No.)
   
   
2055 Gateway Place, #480, San Jose, California
(Address of Principal Executive Offices)
95110
(Zip Code)
 
 
972-9-952-9696
(Registrant’s Telephone Number, Including Area Code)
 
With a copy to:
Jaclyn Liu, Esq.
Morrison & Foerster llp
425 Market Street
San Francisco, CA 94105
 
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):
 
 
☐
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))
 
 
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, $.001 per share
DSPG
The NASDAQ Stock Market LLC
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
 
Emerging growth company  ☐
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐
 
 
 
 
ITEM 5.07. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.         
 
At the 2021 Annual Meeting of DSP Group, Inc. (the “Company”) held virtually on June 14, 2021, the following proposals were submitted to a vote of stockholders and the voting results are set forth below. The proposals are described in detail in the proxy statement for the 2021 Annual Meeting that the Company filed with the Securities and Exchange Commission on April 30, 2021.
 
1.    Election of seven directors as specifically set forth below, each to serve until the 2022 annual meeting of stockholders:
 
Shira Fayans Birenbaum
For: 19,307,015
Withheld: 35,907
Broker Non-Vote:1,612,665
Ofer Elyakim
For: 19,294,822
Withheld: 48,100
Broker Non-Vote: 1,612,665
Thomas A. Lacey
For: 18,979,833
Withheld: 363,089
Broker Non-Vote: 1,612,665
Cynthia Paul
For: 19,250,708
Withheld: 92,214
Broker Non-Vote: 1,612,665
       
Yair Seroussi
For: 13,449,832
Withheld: 5,893,090
Broker Non-Vote: 1,612,665
Norman P. Taffe
For: 18,654,101
Withheld: 688,821
Broker Non-Vote: 1,612,665
Kenneth H. Traub
For: 19,031,083
Withheld: 311,839
Broker Non-Vote: 1,612,665
 
2.       Proposal to ratify the appointment of Kost Forer Gabbay & Kasierer, a member of Ernst & Young Global, as the Company’s independent auditors for the year ending December 31, 2021:
 
For: 20,461,925
Against: 490,793
Abstain: 2,869
Broker Non-Vote: 0
 
3.       Advisory vote to approve the Company’s named executive officers compensation:
 
For: 18,986,704
Against: 352,151
Abstain: 4,067
Broker Non-Vote: 1,612,665
 
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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.
 
 
DSP GROUP, INC.
Date:     June 15, 2021
By:
/s/ Dror Levy
Dror Levy
Chief Financial Officer
    and Secretary  
 
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