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): November 29, 2012
Delaware 000-6658 04-2217279 ___________ ____________ __________________ (State or other (Commission (IRS Employer No.) jurisdiction of File Number) incorporation) |
ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
The Company has agreed to a one-year extension through December 31, 2013 of the Fifth Amended and Restated Consulting Agreement with Joseph G. Cremonese, the Chairman of its Board of Directors, and his affiliate, Laboratory Innovations Company, Ltd. on the same terms as the Fifth Amended and Restated Consulting Agreement. Accordingly, the compensation will continue to be $3,300 per month subject to an increase or decrease in the event services are more than 60 days during the 12 month period at the guaranteed rate of $660 per day. Either the Company or the Consultant may terminate the Agreement, except for their confidentiality and non-competition covenants on at least 60 days prior notice.
ITEM 5.07. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
At the Annual Meeting of Stockholders of the Company held on November 29, 2012, the stockholders took the following actions:
1. Elected Ms. Helena R. Santos and Mr. James S. Segasture as Class A Directors to serve until the Annual Meeting of Stockholders for the year ending June 30, 2015 by the following votes:
For Withheld Broker Non-Votes
Helena R. Santos 408,366 17,422 317,482
James S. Segasture 425,366 422 317,482
|
2. Approved by a vote of 742,346 shares for, 126 shares against, 12,798 shares abstaining, and 12,00 shares of Broker non-votes the appointment by the Board of Directors of Nussbaum Yates Berg Klein & Wolpow, LLP as the Company's independent registered public accounting firm with respect to the Company's financial statements for the year ending June 30, 2013.
ITEM 9.01 Financial Statements and Exhibits
(a) and (b) not applicable
(c) Exhibits
Exhibit No. Exhibit
___________ _____________________________
10A-1 Copy of Extension Agreement between
the Company and the Consultant
|
SIGNATURE
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.
SCIENTIFIC INDUSTRIES, INC.
(Registrant)
Date: December 4, 2012
By: /s/ Helena R. Santos
____________________________________
Helena R. Santos,
President and Chief Executive Officer
Officer
|
EXTENSION AGREEMENT
Scientific Industries, Inc., a Delaware corporation (the "Company"), and Joseph G. Cremonese and Laboratory Innovations Company, Ltd, (collectively, the "Consultant") do hereby agree that the engagement of the Consultant by the Company pursuant to the Fifth Amended and Restated Consultant Agreement, dated January 20, 2012, (the "Restatement") shall be extended through December 31, 2013 on the same terms as the Restatement.
Dated: November 29, 2012
SCIENTIFIC INDUSTRIES, INC.
By: /s/Helena R. Santos ____________________________ Helena R. Santos, President |
JOSEPH G. CREMONESE
/s/ Joseph G. Cremonese _________________________________ |
LABORATORY INNOVATIONS COMPANY, LTD
By: /s/ Joseph G. Cremonese ____________________________ Joseph G. Cremonese |