03/30/2026 | Press release | Distributed by Public on 03/30/2026 15:42
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
At the Annual Meeting, the Company's stockholders voted on four proposals, each of which is described in more detail in the Company's definitive proxy statement for the Annual Meeting, filed with the Securities and Exchange Commission on March 17, 2026 (the "Proxy Statement").
At the beginning of the Annual Meeting, there were 6,950,000 shares of Series A Common Stock and 5,585,229 shares of Series B Common Stock present or represented by proxy at the Annual Meeting, which represented 100% of the voting power of the shares of Common Stock entitled to vote at the Annual Meeting, and which constituted a quorum for the transaction of business. Holders of the Company's Series A Common Stock were entitled to ten votes for each share of Series A Common Stock held as of the close of business on March 16, 2026, the record date for the Annual Meeting (the "Record Date"). Holders of the Company's Series B Common Stock were entitled to one vote for each share of Series B Common Stock held as of the close of business on the Record Date.
The stockholders of the Company voted on the following proposals at the Annual Meeting:
| 1. | To elect six directors; |
| 2. | To ratify the appointment of Tanner LLC as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2025; |
| 3. | To approve the amendment of our Certificate of Incorporation to change the number of issued and outstanding Common Stock, by effecting a 1-for-173,750 Reverse Stock Split; and |
| 4. | To approve an adjournment of the Annual Meeting of Stockholders to a later date, if necessary. |
The voting results for each of these proposals are set forth below.
1.Election of Directors.
| Name | For | Against | Abstain | |||||||||
| Derral Eves | 70,702,362 | 16,905 | 98,802 | |||||||||
| Dallas Jenkins | 70,763,016 | 16,550 | 38,503 | |||||||||
| Brooke Asiatico | 70,520,622 | 28,450 | 268,997 | |||||||||
| Cris Doornbos | 70,525,337 | 24,625 | 268,107 | |||||||||
| Matt Rearden | 70,526,762 | 27,570 | 265,557 | |||||||||
| David Bagheri | 70,527,367 | 22,480 | 268,222 | |||||||||
Based on the votes set forth above, each director nominee was duly elected to serve as a director until the Company's annual meeting of stockholders in 2026, or until their respective successors are duly elected and qualified, or until their earlier resignation, removal or death.