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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):  October 23, 2012

UNIVERSAL POWER GROUP, INC.
(Exact name of Registrant as specified in its charter)


Texas
  
001-33207
  
75-1288690
(State or other jurisdiction
of incorporation)
  
(Commission
 File Number)
  
(IRS Employer
Identification No.)



1720 Hayden Road, Carrollton, Texas
  
75006
(Address Of Principal Executive Office)
  
(Zip Code)

Registrant's telephone number, including area code (469) 892-1122


 
(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:

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 Vote of Security Holders.

On October 23, 2012, Universal Power Group, Inc. (the “Company”) held its 2012 Annual Meeting of Stockholders.  At that meeting, the Company’s stockholders:

·  
Re-elected incumbent directors to serve until the next annual meeting of stockholders and their successors are elected and qualified; and
·  
Ratified the appointment of BKD, LLP as the Company’s independent auditors for the 2012 fiscal year.

The specific votes with respect to aforementioned were as follows:

1.      Election of directors:
 
NAME
VOTES
FOR
WITHHELD
BROKER NON-
VOTES
William Tan
3,252,071
145,006
899,117
Ian Colin Edmonds
3,248,940
148,137
899,117
Leslie Bernhard
3,297,425
99,652
899,117
Robert M. Gutkowski
3,294,025
103,052
899,117
Hyun Park
3,297,325
99,752
899,117

2.  The ratification of the appointment of BKD, LLP as the Company’s independent auditors for the 2012 fiscal year:
 
VOTES
FOR
AGAINST
ABSTAIN
4,256,753
39,441
0

* * * * *

  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.


   
Universal Power Group, Inc.
     
     
Date: November 6, 2012
  
By:
/s/ Ian Edmonds
  
     
Name:
Ian Edmonds
     
Title:
President and CEO
         

 
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