09/30/2025 | Press release | Distributed by Public on 09/30/2025 14:28
Item 5.07. Submission of Matters to a Vote of Security Holders.
At the 2025 Annual Meeting , the stockholders voted on seven proposals, each of which is listed below and described in more detail in the Company's Proxy Statement. With respect to each proposal, holders of the Company's Common Stock were entitled to cast one vote per share of Common Stock held as of the close of business on the record date of July 31, 2025 (the "Record Date"). On the record date there were 3,264,625 shares of the Company's Common Stock issued and outstanding and entitled to vote at the 2025 Annual Meeting.
The following are the final results of voting on each of the proposals presented at the 2025 Annual Meeting:
Proposal 1 - Election of Directors Proposal
The stockholders elected each of Anthony M. Cialone, John Scott Magrane and David Villarreal to serve as a Class II director until the 2028 Annual Meeting of Stockholders, based on the votes below:
For | Withheld |
Broker Non-Votes |
||||||||||
Anthony M. Cialone | 869,096 | 191,657 | 53,796 | |||||||||
John Scott Magrane | 865,324 | 195,429 | 53,796 | |||||||||
David Villarreal | 869,448 | 191,305 | 53,796 |
Proposal 2 - Auditor Ratification Proposal
The stockholders ratified the appointment of M&K CPAS PLLC as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026, based on the votes below:
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
955,297 | 4,018 | 155,234 | - |
Proposal 3 - Reverse Stock Split Proposal
The stockholders approved an amendment to the Amended and Restated Certificate of Incorporation, as amended (the "Certificate of Incorporation") to, at the discretion of the Company's Board of Directors (the "Board"), effect a reverse stock split with respect to the Company's issued and outstanding Common Stock at a ratio of 1-for-5 to 1-for-20 (the "Range"), with the ratio within such Range to be determined at the discretion of the Board and included in a public announcement (the "Reverse Stock Split Proposal"), based on the votes listed below:
Votes For |
Votes Against | Abstentions | Broker Non-Votes | |||
903,053 | 56,316 | 155,180 | - |
Proposal 4 - Authorized Increase Proposal
The stockholders approved an amendment to the Company's Certificate of Incorporation to increase the number of shares of Common Stock authorized for issuance under the Certificate of Incorporation from 100,000,000 shares to 500,000,000 shares (the "Authorized Increase Proposal"), based on the votes below:
For | Against | Abstain | Broker Non-Votes | |||
910,004 | 49,364 | 155,181 | - |