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MarketScreener Homepage  >  Equities  >  Nasdaq  >  Digital Ally, Inc.    DGLY

DIGITAL ALLY, INC.

(DGLY)
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DIGITAL ALLY INC : Submission of Matters to a Vote of Security Holders (form 8-K)

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09/09/2020 | 05:22pm EDT

Item 5.07 Submission of Matters to a Vote of Security Holders.

Digital Ally, Inc. (the "Company") held its annual meeting of the shareholders (the "Annual Meeting") on Wednesday, September 9, 2020. There were 17,897,837 shares of common stock, par value $0.001 per share (the "Common Stock"), represented in person or by proxy at the Annual Meeting, constituting approximately 67.2% of the outstanding shares of Common Stock on July 24, 2020, the record date for the Annual Meeting (the "Record Date"), and establishing a quorum. The matters voted upon at the Annual Meeting and the results of such voting are set forth below.

Proposal One: Election of Four Directors of the Company.



                          Votes           Votes           Broker
Name                       For          Withheld        Non-Votes
Stanton E. Ross          4,683,050        317,737        12,897,050
Leroy C. Richie          3,973,208       1,024,219       12,900,410
Daniel F. Hutchins       4,325,596        671,831        12,900,410
Michael J. Caulfield     4,014,907        982,520        12,900,410



All nominees were duly elected.

The Board of Directors of the Company made appointments to its various committees after the Annual Meeting. The members of the Company's Audit Committee are Messrs. Hutchins, Richie and Caulfield. Mr. Hutchins is the chairman of the Audit Committee. The members of the Compensation Committee are Messrs. Richie and Caulfield. Mr. Richie is the chairman of the Compensation Committee. The members of the Nominating and Governance Committee are Messrs. Richie and Caulfield. Mr. Richie is the chairman of the Nominating and Governance Committee.

Proposal Two: Approval of the 2020 Digital Ally, Inc. Stock Option and Restricted Stock Plan (the "Plan") which provides for 1,500,000 shares of Common Stock reserved for issuance under the Plan.



                                    Votes
                    Votes         Against/                       Broker
                     For          Withheld       Abstain       Non-Votes
                   3,571,595       1,353,554       75,638       12,897,050



The Plan, which provides for 1,500,000 shares of Common Stock reserved for issuance under the Plan, was approved.

Proposal Three: Approval of an amendment to the Company's Articles of Incorporation, as amended (the "Articles"), to increase the number of authorized shares of capital stock that the Company may issue from 50,000,000 to 100,000,000, of which all 100,000,000 shares will be classified as Common Stock.



                                     Votes
                    Votes          Against/                       Broker
                     For           Withheld        Abstain       Non-Votes
                   12,907,809       4,797,370       192,658       2,936,483



The amendment to the Articles to increase the number of authorized shares of capital stock that the Company may issue from 50,000,000 to 100,000,000, of which all 100,000,000 shares shall be classified as Common Stock, was approved.

Proposal Four: Approval of an amendment to the Articles to increase the number of authorized shares of the Company's capital stock by 10,000,000 and to classify such shares as blank check preferred stock.



                                    Votes
                    Votes         Against/                       Broker
                     For          Withheld       Abstain       Non-Votes
                   3,400,261       1,558,189       42,337       12,897,050



The amendment to the Articles to increase the number of authorized shares of capital stock by 10,000,000 and classify such shares as blank check preferred stock received a majority of the votes cast. However, the Company's Amended and Restated Bylaws, as amended, and Nevada Private Corporations Law require the affirmative vote of a majority of the issued and outstanding shares of Common Stock as of the Record Date to approve such amendment to the Articles. Therefore, such amendment to the Articles was not approved.




Proposal Five: Ratification of the appointment of RBSM LLP as the Company's
independent registered public accounting firm for the year ending December 31,
2020.



                                     Votes
                     Votes         Against/                      Broker
                      For          Withheld       Abstain       Non-Votes
                    16,625,916       831,701       440,220             0



The appointment of RBSM LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2020 was ratified.

© Edgar Online, source Glimpses


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Financials (USD)
Sales 2020 9,21 M - -
Net income 2020 -7,50 M - -
Net Debt 2020 - - -
P/E ratio 2020 -6,97x
Yield 2020 -
Capitalization 66,7 M 66,7 M -
Capi. / Sales 2020 7,25x
Capi. / Sales 2021 6,09x
Nbr of Employees 119
Free-Float 85,4%
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Income Statement Evolution
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Mean consensus BUY
Number of Analysts 1
Average target price 5,00 $
Last Close Price 2,51 $
Spread / Highest target 99,2%
Spread / Average Target 99,2%
Spread / Lowest Target 99,2%
EPS Revisions
Managers
NameTitle
Stanton E. Ross Chairman, President & Chief Executive Officer
Christa Johnson Vice President-Operations
Thomas J. Heckman CFO, Secretary, Treasurer, & Vice President
Mark Gordon Director-Technical Services
Daniel F. Hutchins Independent Director
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