Item 5.07 Submission of Matters to a Vote of Security Holders
On
The shareholders approved an amendment to the Company's Articles of Incorporation, as amended to date, to increase the total number of shares of the Company's authorized common stock to 75,000,000, on a post-reverse stock split basis.
The shareholders ratified an amendment to the Company's Amended and Restated 2021 Stock Incentive Plan.
The shareholders also ratified the appointment of
The shareholders voted in favor of the non-binding advisory proposal that the preferred frequency of stockholder advisory votes on executive compensation, referred to as "say-on-frequency," be approved for every one year.
The final voting results on these matters were as follows:
1. Election of Directors: Name Votes For Votes Withheld Broker Non-Votes David Barthel 27,365,825 1,301,442 25,287 Terry Brostowin, Esq. 27,359,825 1,307,442 25,287 Dr. William Hearl 27,060,825 1,606,442 25,287 Julie Kampf 26,041,325 2,625,942 25,287 Dr. Vithalbhai Dhaduk 26,041,325 2,625,942 25,287 Michael Stewart 27,060,825 1,606,442 25,287 Dr. Nilesh Patel 26,341,325 2,325,942 25,287
2. Approval of the Amendment to the Company's Articles of Incorporation, as Amended to Date, to Increase the Total Number of Shares of Authorized Common Stock to 75,000,000 on a Post-Reverse Stock Split Basis:
Votes For Votes Against Votes Abstained Broker Non-Votes 27,385,774 1,306,780 N/A N/A 3. Ratification of the Amendment to the Company's Amended and Restated 2021 Stock Incentive Plan: Votes For Votes Against Votes Abstained Broker Non-Votes 27,384,256 1,308,298 N/A N/A
4. Ratification of the Appointment of
Votes For Votes Against Votes Abstained Broker Non-Votes 28,692,547 1 6 N/A
5. Non-Binding Advisory Vote on Preferred Frequency of Stockholder Advisory Votes on Executive Compensation, referred to as "Say-On-Frequency":
One Year Two Years Three Years Votes Abstained Broker Non-Votes 16,766,676 11,146,471 749,119 5,0001 25,287
In light of the results of the "say-on-frequency" vote and other factors, the Board of Directors has determined that the Company will hold future advisory votes on the compensation of its named executive officers on an annual basis until the next "say-on-frequency" vote is conducted or until the Board of Directors determines that it is in the best interest of the Company to hold such votes with a different frequency. The next advisory vote regarding the frequency of say on frequency votes is required to occur no later than the Company's 2028 Annual Meeting of Shareholders.
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