Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On
On
Item 5.07 Submission of Matters to a Vote of Security Holders.
The Company convened its virtual Annual Stockholder Meeting (the "Meeting") on
At the Meeting, three proposals were submitted to the stockholders for approval
as set forth in the definitive Proxy Statement as filed with the
At the Meeting, the stockholders approved three of the three proposals submitted. The votes on the proposals were cast as set forth below:
1. Proposal No. 1 - Election of directors. The stockholders elected five of the six director nominees presented to the stockholders by the Company:Max Munn ,Alastair Clemow ,Eugene Burleson ,Dallas Hack andJohn Andrews . A seventh director nominee,Eugen Bauer , resigned from the board prior to votes being cast at the annual meeting.Joel Kanter , the Company's former Chairman was not re-elected by the stockholders. The stockholders also elected the two nominees of Mr.Max Munn :Monica Woo and Joseph Luhukay. All of the nominees elected were elected to serve one-year terms as directors until successors are elected and qualified. Name For Withhold Broker Non-Vote Eugene Burleson 7,484,560 357,563 2,732,755 Alastair Clemow 7,506,478 335,645 2,732,755 Dallas Hack 7,504,508 337,615 2,732}55 Joel Kanter 683,195 158,928 2,732,755 Max Munn 7,654,336 187,787 2,732,755 John Andrews 7,683,485 158,638 2,732,755 Joseph Luhukay 7,000,000 0 0 Monica Woo 7,000,000 0 0 2. Proposal No. 2 - Ratification of the Auditors. The stockholders ratified and approved the appointment ofMazars USA LLP as the Company's independent auditors for the fiscal year endingDecember 31, 2022 . For Against Abstain Broker Non-Vote 10,224,504 127,536 222,838 0 3. Proposal No. 3 - Approval of the Amendment to the Company's 2020 Omnibus Incentive Plan (the "Plan"). The stockholders approved the (i) increase the number of shares of common stock subject to the Plan from 600,000 to 2,500,000 shares; and (ii) increase the individual limitations on grants from 60,000 to 250,000. For Against Abstain Broker Non-Vote 7,447,373 386,022 8,728 2,732,755
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
99.1 Resignation email dated
2
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