Item 5.07 Submission of Matters to a Vote of Security Holders.
On August 24, 2022, Harbor Diversified, Inc., a Delaware corporation (the
"Company"), held a virtual Annual Meeting of Stockholders via a live webcast
(the "Annual Meeting"). The Company's stockholders of record as of July 20, 2022
(the "Record Date") were entitled to attend and vote at the Annual Meeting. A
Notice of Annual Meeting of Stockholders was mailed to all of the Company's
stockholders as of the Record Date on or about July 27, 2022. At the Annual
Meeting, 40,903,513 shares of the Company's common stock, par value $0.01 per
share ("Common Stock"), were present virtually or represented by proxy,
including 16,500,000 shares of Common Stock into which the 4,000,000 shares of
the Company's Series C Convertible Redeemable Preferred Stock are convertible.
The following table sets forth the final results of the voting for the proposal
voted upon at the Annual Meeting:
Election of Directors: The election of three directors to serve until the
Company's annual meeting to be held in 2023, or until their respective
successors are elected and qualified, or until their respective earlier deaths,
resignations or removals. The Company's stockholders elected each of the
director nominees by the following votes:
Broker
Name of Director For Withhold Non-Votes
Richard A. Bartlett 40,108,826 794,687 -
Nolan Bederman 40,146,543 756,970 -
Kevin J. Degen 40,146,956 756,557 -
Notwithstanding that the Company is currently required to file certain reports
and information with the Securities and Exchange Commission pursuant to
Section 15(d) of the Securities Exchange Act of 1934, as amended (the " Exchange
Act"), the Company does not have a class of securities registered pursuant to
Section 12 of the Exchange Act. As a result, the Company is not required to
comply with certain disclosure requirements typically applicable to public
reporting companies, including the requirement to file proxy statements,
information statements, tender offer disclosures, and beneficial ownership
filings.
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