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PROFIRE ENERGY INC FILES (8-K) Disclosing Change in Directors or Principal Officers, Submission of Matters to a Vote of Security Holders
[September 24, 2014]

PROFIRE ENERGY INC FILES (8-K) Disclosing Change in Directors or Principal Officers, Submission of Matters to a Vote of Security Holders


(Edgar Glimpses Via Acquire Media NewsEdge) Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 18, 2014, at the annual general meeting of shareholders of Profire Energy, Inc. (the "Company"), shareholders approved the adoption of the Company's 2014 Equity Incentive Plan, which had previously been approved by the Company's Board of Directors, subject to stockholder approval. A description of the Company's 2014 Equity Incentive Plan is set forth in the Company's 2014 Proxy Statement filed with the Securities and Exchange Commission on August 21, 2014 under the caption "Proposal Two - Approval and Ratification of The 2014 Equity Incentive Plan", and is incorporated herein by reference. The description of the Company's 2014 Equity Incentive Plan is qualified in its entirety by reference to the full text of such plan, which was attached to the Company's 2014 Proxy Statement as Appendix B and is incorporated herein by reference.



Item 5.07 Submission of Matters to Vote of Security Holders The Company held its annual Shareholder Meeting (the "Meeting") on September 18, 2014 in Lindon, Utah. Of the 52,596,063 total shares of common stock of the Company that were issued and outstanding on August 15, 2014, the record date for the Meeting, 43,903,942 shares, constituting 83.5% of the total outstanding shares, were represented in person or by proxy at the Meeting.

The matters voted on and the results of the votes were as follows: 1. The shareholders elected seven directors to the Company's board of directors for the ensuing year and until their successors are elected and qualified. The votes regarding this proposal were as follows: Nominee FOR WITHHOLD Brenton W. Hatch 35,663,352 259,020 Harold Albert 35,663,544 258,828 Andrew W. Limpert 35,472,067 450,305 Arlen B. Crouch 35,652,714 269,658 Stephen E. Pirnat 35,730,122 192,250 Daren J. Shaw 35,656,059 266,313 Ronald R. Spoehel 35,656,059 266,313 2. The shareholders approved and ratified the 2014 Equity Incentive Plan. The votes regarding this proposal were as follows: 2014 Equity Incentive Plan FOR AGAINST ABSTAIN 35,575,301 330,456 15,615 -------------------------------------------------------------------------------- 3. The shareholders voted to approve executive compensation on an advisory (non-binding) basis.


Approve Executive Compensation FOR AGAINST ABSTAIN 35,688,585 209,512 23,275 4. The shareholders ratified the selection of Sadler, Gibb & Associates, LLC as the Company's independent registered public accounting firm for the 2014 fiscal year. The votes regarding this proposal were as followed: Auditor FOR AGAINST ABSTAIN Sadler, Gibb & Associates 43,698,981 164,473 40,488

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