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

As previously reported, on March 10, 2020, Proficient Alpha Acquisition Corp. (the "Company") entered into a Business Combination Agreement, dated as of March 10, 2020 (as amended, including as amended and restated by the First Amended and Restated Business Combination Agreement, dated as of May 12, 2020, the "Business Combination Agreement") with Lion Financial Group Limited, a corporation organized under the laws of the British Virgin Islands ("Lion"), Lion Group Holding Ltd., a Cayman Islands exempted company and wholly-owned subsidiary of Lion ("Pubco"), Lion MergerCo I, Inc., a Delaware corporation and a wholly-owned subsidiary of Pubco, the shareholders of Lion and the other parties thereto.





Merger Meeting

On June 3, 2020, the Company held a special meeting of stockholders (the "Merger Meeting") with respect to the business combination with Lion contemplated by the Business Combination Agreement (the "Business Combination"). There were 14,467,000 shares of common stock of the Company issued and outstanding on April 27, 2020, the record date for the Merger Meeting. At the Merger Meeting, there were 10,977,994 shares present in person or by proxy, representing approximately 75.88% of the total shares outstanding as of the record date, which constituted a quorum.

The Company's stockholders voted on the following proposals at the Merger Meeting, each of which was approved. The final vote tabulation for each proposal is set forth below.

1. To approve the Business Combination Agreement and the transactions


   contemplated by the Business Combination Agreement.




   For       Against   Abstentions   Broker Non-Votes
10,745,994   232,000        0               0

2. To approve, for purposes of complying with applicable Nasdaq Stock Market LLC


   listing rules, the issuance of more than 20% of the Company's issued and
   outstanding shares of common stock in financing transactions in connection
   with the proposed Business Combination.




   For       Against   Abstentions   Broker Non-Votes
10,760,694   230,000        0               0




Extension Meeting

On June 3, 2020, the Company held a separate special meeting of stockholders (the "Extension Meeting") to amend the Company's amended and restated articles of incorporation (the "Charter Amendment") to extend the date by which the Company has to consummate a Business Combination from June 3, 2020 to September 3, 2020 (the "Extension Amendment Proposal"). There were 14,467,000 shares of common stock of the Company issued and outstanding on April 27, 2020, the record date for the Extension Meeting. At the Extension Meeting, there were 9,998,749 shares present in person or by proxy, representing approximately 69.11% of the total shares outstanding as of the record date, which constituted a quorum.

The final voting results for the Extension Amendment Proposal were as follows:





   For       Against    Abstain   Broker Non-Votes
8,745,745   1,253,004      0             0

Stockholders holding 11,049,426 shares of the Company's common stock exercised their right to redeem such shares for a pro rata portion of the funds in the Company's trust account ("Trust Account"). As a result, approximately $112.54 million (approximately $10.185 per share) will be removed from the Trust Account to pay such holders.

The Company filed the Charter Amendment with the Nevada Secretary of State on June 3, 2020. Copies of the Company's amended and restated articles of incorporation and the Charter Amendment are attached hereto as Exhibits 3.1 and 3.2, respectively, and are incorporated by reference.




Item 8.01 Other Events

On June 4, 2020, the Company issued a press release announcing that the stockholders of the Company had approved the Business Combination Agreement and the transactions contemplated thereby and the extension of the deadline to consummate a business combination. A copy of the press release is filed as Exhibit 99.1 hereto and is incorporated by reference.

In connection with the Charter Amendment, Lion exercised its right under the Business Combination Agreement to extend the outside date of the Business Combination Agreement to July 3, 2020.

Item 9.01 Financial Statements and Exhibits.






(d) Exhibits



Exhibit
Number    Description

3.1         Amended and Restated Articles of Incorporation of Proficient as filed
          with the Nevada Secretary of State on May 29, 2019 (incorporated by
          reference to Exhibit 3.1 of Proficient's Form 8-K (File No. 001-38925),
          filed with the SEC on June 4, 2019).
3.2         Certificate of Amendment to Amended and Restated Articles of
          Incorporation of Proficient as filed with the Nevada Secretary of State
          on June 3, 2020
99.1        Press Release, dated June 4, 2020

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