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:  August 16, 2011

RICK'S CABARET INTERNATIONAL, INC.
(Exact Name of Registrant As Specified in Its Charter)
 
Texas
 
001-13992
 
76-0037324
(State Or Other Jurisdiction of Incorporation)
 
(Commission File Number)
 
 (IRS Employer Identification No.)
  
10959 Cutten Road
Houston, Texas 77066
(Address of Principal Executive Offices, Including Zip Code)

(281) 397-6730
(Issuer’s Telephone Number, Including Area Code)


 
 
 
 
ITEM 5.07
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

On May 11, 2011, we held our Annual Meeting of Stockholders of Rick's Cabaret International, Inc. at 410 N. Sam Houston Parkway (Beltway 8 at Imperial Valley),  Houston, Texas 77060, for the following purposes:

(1) To elect six directors, including Eric S. Langan, Travis Reese, Robert L. Watters, Steven L. Jenkins, Luke Lirot and Nour-Dean Anakar;

(2) To ratify the appointment of Whitley Penn LLP as our independent registered public accounting firm for the fiscal year ending September 30, 2011;

(3) To approve the 2010 Stock Option Plan;

(3) To approve a non-binding advisory resolution on executive compensation;

(4) To vote on whether the advisory votes on executive compensation should occur every one, two or three years; and

(5) To transact such other business as may properly come before the meeting.

Based on the votes received in person and by proxy, all of the above named director nominees were elected, the appointment of Whitley Penn LLP was ratified, the 2010 Stock Option Plan was approved, the non-binding advisory resolution on executive compensation was approved and the stockholders voted to have the advisory votes on executive compensation occur every three years.  The exact results of the stockholder vote are as follows:
 
Total Shares of Common Stock Outstanding
     
as of the Record Date, June 20, 2011:
   
9,887,302
 
 
Total Voting Shares Present Either by Proxy
     
or in Person of Common Stock:
   
8,699,102
 
 
Item 1:
Election of Directors
 
   
FOR
   
WITHHELD
 
Eric S. Langan
   
3,021,920
     
994,727
 
Robert L. Watters
   
2,716,408
     
1,300,239
 
Steven L. Jenkins
   
3,523,794
     
492,853
 
Travis Reese
   
3,021,185
     
995,462
 
Luke Lirot
   
3,828,454
     
188,193
 
Nour-Dean Anakar
   
3,827,279
     
189,368
 

Additionally, there was a total of 4,668,172 broker non-votes for the election of directors.

Item 2:
Ratification of appointment of Whitley Penn LLP as the independent registered   public accounting firm for the fiscal year ending September 30, 2011
 
Votes for:
   
8,558,109
 
Votes against:
   
105,590
 
Votes abstained:
   
21,120
 

Item 3: 
Approval of the 2010 Stock Option Plan
 
Votes for:
   
3,875,118
 
Votes against:
   
109,299
 
Votes abstained:
   
32,230
 

Additionally, there was a total of 4,668,172 broker non-votes for approval of the 2010 Stock Option Plan.

Item 4: 
Approval of a non-binding advisory resolution on executive compensation
 
Votes for:
   
3,898,100
 
Votes against:
   
63,305
 
Votes abstained:
   
55,242
 

Additionally, there was a total of 4,668,172 broker non-votes for approval of the non-binding advisory resolution on executive compensation.

Item 5: 
Approval of whether the advisory votes on executive compensation should occur every one, two or three years
 
Three years:
   
2,264,225
 
Two years:
   
72,686
 
One year:
   
1,672,209
 
Votes abstained:
   
7,587
 

Additionally, there was a total of 4,668,172 broker non-votes for approval of whether the advisory votes on executive compensation should occur every one, two or three years.

 
 
 
 
There were no other matters presented for action at the Annual Meeting.
 
 
SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
RICK'S CABARET INTERNATIONAL, INC.
     
Date:  August 22, 2011
By:
/s/  Eric Langan
   
Eric Langan
   
President and Chief Executive Officer