Item 5.07 Submission of Matters to a Vote of Security Holders.
On
At the Special Meeting, the Company's stockholders approved the Business Combination Proposal, the Charter Amendment Proposal and the Equity Incentive Award Plan Proposal, in each case as defined and described in greater detail in the Proxy Statement. The Adjournment Proposal, as defined and described in greater detail in the Proxy Statement, was not presented to the Company's stockholders as the Business Combination Proposal, the Charter Amendment Proposal and the Equity Incentive Award Plan Proposal each received a sufficient number of votes for approval.
Set forth below are the final voting results for the Business Combination Proposal, the Charter Amendment Proposal and the Equity Incentive Award Plan Proposal:
The Business Combination Proposal
A proposal to approve and adopt the Business Combination Agreement. The voting results of the shares of Common Stock were as follows:
Votes For Votes Against Abstentions Broker Non-Votes 9,675,143 177,849 0 0
The Charter Amendment Proposal
The following three (3) separate governance proposals (the "Governance
Proposals") relating to the following material differences between the Company's
current amended and restated certificate of incorporation and the amended and
restated certificate of incorporation of
(a) Advisory Governance Proposal 2A - to increase the number of authorized shares
of Common Stock from 110,000,000 to 150,000,000;
Votes For Votes Against Abstentions Broker Non-Votes 9,675,142 177,850 0 0
(b) Advisory Governance Proposal 2B - to change the number of classes of
directors from two classes to three classes; and
Votes For Votes Against Abstentions Broker Non-Votes 8,552,365 1,300,627 0 0
(c) Advisory Governance Proposal 2C - to remove the renouncement of corporate
opportunity doctrine.
Votes For Votes Against Abstentions Broker Non-Votes 9,233,522 611,970 7,500
0
The Equity Incentive Award Plan Proposal
The proposal to approve the adoption of the equity incentive award plan established to be effective after the closing of the Business Combination was approved. The voting results of the shares of Common Stock were as follows:
Votes For Votes Against Abstentions Broker Non-Votes 9,666,642 178,850 7,500 0
Redemption of Class A Common Stock
As of
Item 8.01 Other Events
The Company anticipates that the closing of the Business Combination will occur
on or before
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