December 4, 2012 8K DOC


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) November 30, 2012

ZOOM TECHNOLOGIES, INC.
(Exact Name of Registrant as Specified in Charter)

 

    Delaware    
    0-18672    
    51-0448969    
 (State or Other Jurisdiction of Incorporation)
 (Commission File Number)
(I.R.S. Employer Identification Number)

Headquarters:
Sanlitun SOHO, Building A, 11th Floor
No.8 Workers Stadium North Road
Chaoyang District, Beijing, China 100027

U.S. Office:
c/o Ellenoff Grossman & Schole LLP
150 East 42nd Street, 11th Floor
New York, NY 10017

(Address of principal executive offices including zip code)

(845) 507-8200
(Registrant's telephone number, including area code)

Not Applicable
(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 (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 5.07   Submission of Matters to a Vote of Security Holders.

The Company held its 2012 Annual Meeting of Stockholders on November 30, 2012. At the meeting, stockholders (i) re-elected all six directors nominated by the Company's Board of Directors and (ii) approved an amendment to the Company's Certificate of Incorporation, as amended, to increase the amount of the Company's authorized common stock, par value $.01 per share, from 35,000,000 shares to 60,000,000 shares.

Set forth below are the final voting results for each of the proposals.

(1) Election of Six (6) director nominees until the next annual meeting of the Company.

Director

 

Votes  For

 

Votes 
Withheld

 

Lei Gu

 

10,226,553

 

294,729

 

Anthony Chan

 

10,133,853

 

387,429

 

Augustine Lo

 

9,908,332

 

612,950

 

Chang Shan

 

9,907,213

 

614,069

 

Cheng Wang

 

9,904,083

 

617,199

 

Leo Li

 

10,227,283

 

293,999

 

(2) Amendment to the Company's Certificate of Incorporation, as amended, to increase the amount of the Company's authorized common stock, par value $.01 per share, from 35,000,000 shares to 60,000,000 shares.

Votes For

 

Votes Against

 

Abstentions

 

17,097,581

 

3,050,002

 

19,769

 


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.

  ZOOM TECHNOLOGIES, INC.

Date: December 4, 2012

By:   /s/ Anthony K. Chan
       Anthony K. Chan
       Chief Financial Officer