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): May 12, 2009
INX Inc.
(Exact name of registrant as specified in its charter)
Delaware (State of Incorporation) | 1-31949 (Commission File Number) | 76-0515249 (IRS Employer Identification No.) |
6401 Southwest Freeway
Houston, Texas 77074
(Address of Registrant’s principal executive offices)
(713) 795-2000
(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) |
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o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o | Pre-commencement communications pursuant to Rule 14-d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.14d-4(c)) |
Item 1.01 Entry into a Material Definitive Agreement
At the annual meeting of stockholders (the “Meeting”) of INX Inc. (the “Company”) on May 12, 2009, the stockholders of the Company approved an amendment to the INX Inc. Incentive Plan (“Amendment”), as amended and restated (the “Incentive Plan”) to increase the number of shares of common stock reserved for grant under the Incentive Plan from 3,073,103 shares of common stock to 3,423,103 shares of common stock. The Amendment was previously approved by the Board of Directors of the Company (the “Board”) at a meeting on March 27, 2009. A copy of the Amendment to the Incentive Plan is attached as Exhibit 10.1 to this report.
Item 8.01 Other Events
At the Meeting, the stockholders of the Company also voted to re-elect James H. Long, Donald R. Chadwick, John B. Cartwright and Cary M. Grossman to the Board.
Represented at the Meeting, either in person or by proxy, were 7,589,991 shares of the common stock of the Company, which constituted 87% of the 8,747,507 shares of common stock outstanding and eligible to vote on March 27, 2009, the record date for the Meeting.
The tabulations of the votes at the meeting are as follows:
Election of Directors:
| Name of Nominee | | Number of Votes Voted For | | | Number of Votes Withheld | |
| James H. Long | | | 7,556,281 | | | | 33,710 | | |
| Donald R. Chadwick | | | 7,476,408 | | | | 113,583 | | |
| Cary M. Grossman | | | 7,472,010 | | | | 117,981 | | |
| John B. Cartwright | | | 7,510,950 | | | | 79,041 | | |
Amendment to the Incentive Plan:
| | | Number of Votes Voted For | | | Number of Votes Voted Against | | | Number of Votes Withheld | | | Broker Non-Vote | |
| Amend the Incentive Plan | | | 3,169,749 | | | | 1,138,489 | | | | 21,670 | | | | 3,260,083 | |
Item 9.01 Financials Statements and Exhibits
| 10.1 | Seventh Amendment to INX Inc. Incentive Plan |
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.
Date: May 12, 2009
| | INX Inc. | |
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| | /s/ Brian Fontana | |
| | Vice President and Chief Financial Officer | |
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