Item 5.07 Submission of Matters to a Vote of Security Holders.
Proposal 1- Approval of the Merger Agreement
GrandSouth's shareholders approved the Agreement and Plan of Merger and
Reorganization, dated
Common Stock: Votes For Votes Against Abstentions Broker Non-Votes 4,355,294 1 5,000 0 Series A Preferred Stock: Votes For Votes Against Abstentions Broker Non-Votes 211,006 713 3,004 0
Common Stock and Series A Preferred Stock, voting together as a single class:
Votes For Votes Against Abstentions Broker Non-Votes 4,566,300 714 8,004 0
Proposal 2 - Compensation Proposal
GrandSouth's Common Shareholders approved, on a non-binding, advisory basis, the compensation that may be paid or become payable to GrandSouth's named executive officers that is based on or otherwise relates to the merger. The following is a tabulation of the voting results:
Votes For Votes Against Abstentions Broker Non-Votes 4,170,087 167,304 22,904 0
Proposal 3 - Adjournment, Postponement, Continuation Proposal
GrandSouth's Common Shareholders approved a proposal to adjourn the GrandSouth special meeting, if necessary or appropriate, to permit further solicitation of proxies in favor of Proposal 1, the GrandSouth merger proposal. Although Proposal 3 was approved, the adjournment of the special meeting was not necessary because GrandSouth's shareholders approved Proposal 1. The following is a tabulation of the voting results:
Votes For Votes Against Abstentions Broker Non-Votes 4,328,172 2
32,121 0
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