Kingfish : Submission of Matters to a Vote of Security Holders - Form 8-K

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

(a)	Kingfish Holding Corporation, a Delaware corporation (the "Company," "Kingfish," "we," or "our") held its Annual Meeting of Stockholders on March 15, 2024 ("2024 Annual Meeting"). At the meeting, the matters set forth below were submitted for a vote of security holders.
(b)	As of the close of business on February 13, 2024, which was the record date for the 2024 Annual Meeting, 123,425,281 shares of Kingfish common stock, par value $0.0001 per share ("Common Stock"), were outstanding and entitled to vote.

Set forth below are the proposals voted upon at the 2024 Annual Meeting, and the final vote tabulation that certified the voting results as received from the Inspector of Election. Based on the results, at least 85,446,710 shares of Common Stock were voted in person or by proxy at the 2024 Annual Meeting, representing 69.23% percent of the shares entitled to be voted. Percentages are based on the total votes cast. Under the corporate law of Delaware, where we are incorporated, abstentions are not counted as votes cast.

The final voting results for the proposals presented at the 2024 Annual Meeting were as follows:

Proposal 1 - Election of Directors

Nominees		Votes For			% For			Votes Against			% Against			Abstentions
Ted Sparling			85,446,710				100				0				0				0
James K. Toomey			85,446,710				100				0				0				0
James LaManna			85,446,710				100				0				0				0

Proposal 2 - Vote to Approve Agreement and Plan of Merger with Renovo Resource Solutions, Inc.

		Number of Votes			% of Votes Cast			% of Outstanding Shares
Votes Cast For Approval:			85,446,710				100				69.23
Votes Cast Against Approval:			0				0				0
Abstentions:			0				0				0

Proposal 3 - Vote to Approve Amended and Restated Certificate of Incorporation for Reverse Stock Split, Change to Authorized Capital Stock, and Adoption of Officers Indemnification Provisions

		Number of Votes			% of Votes Cast			% of Outstanding Shares
Votes Cast For Approval:			85,446,710				100				69.23
Votes Cast Against Approval:			0				0				0
Abstentions:			0				0				0

Proposal 4 - Ratification of Independent Auditors

		Number of Votes			% of Votes Cast			% of Outstanding Shares
Votes Cast For Approval:			85,446,710				100				69.23
Votes Cast Against Approval:			0				0				0
Abstentions:			0				0				0

The implementation and filing of the approved Amendment to Certificate of Incorporation is subject to the discretion of the Board of Directors of Kingfish. It is currently anticipated that filing Amendment to Certificate of Incorporation will occur prior to the consummation of the approved Agreement and Plan of Merger with Renovo Resource Solutions, Inc.

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