Item 5.07 Submission of Matters to a Vote of Security Holders.
On January 31, 2023, the Company reconvened a Special Meeting of Stockholders,
originally scheduled for January 24, 2023 and adjourned until January 31, 2023
(the "Special Meeting"). At the reconvened Special Meeting, there were 7,722,004
shares of Common Stock present at the Special Meeting in person or by proxy,
which represented 52% of the voting power of the shares of Common Stock entitled
to vote at the Special Meeting, and which constituted a quorum for the
transaction of business. Holders of Common Stock were entitled to one vote for
each share held as of the close of business on December 12, 2022. At the Special
Meeting, the Company's stockholders approved the following proposals, which are
described in more detail in the Company's Definitive Proxy Statement filed with
the Securities and Exchange Commission on December 22, 2022.
Proposal 1. To approve, for the purposes of Listing Rule 5635 of The Nasdaq
Stock Market, the issuance of shares of the Company's Common Stock under the
Senior Secured Convertible Notes issued by the Company on November 4, 2022.
Broker
For Against Abstentions Non-Votes
7,360,993 308,867 52,144 (0)
Proposal 1 was approved.
Proposal 2. To approve the adjournment of the Special Meeting, if necessary, to
solicit additional proxies in the event that there are not sufficient votes at
the time of the Special Meeting to approve the other proposal.
Broker
For Against Abstentions Non-Votes
7,358,383 339,274 24,347 (0)
Proposal 2 was approved.
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