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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): June 8, 2023

 

WHERE FOOD COMES FROM, INC.

(Exact Name of Registrant as Specified in its Charter)

 

Colorado   001-40314   43-1802805

(State or Other Jurisdiction

of Incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

 

202 6th Street, Suite 400    
Castle Rock, Colorado   80104
(Address of Principal Executive Offices)   (Zip Code)

 

(303) 895-3002

(Registrant’s Telephone Number, Including Area Code)

 

Not applicable

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, $0.001 par value   WFCF   The NASDAQ Stock Market LLC

 

 

 

 

 

 

Item 5.07 Submission of Matters to a Vote of Security Holders

 

On June 8, 2023, the Company held its 2023 Annual Meeting of Security Holders. Each proposal subject to a vote at the 2023 Annual Meeting was described in detail in the Company’s 2023 Proxy Statement. With respect to each of the proposals the Company’s security holders voted as indicated below.

 

1.Election of Directors   For   Withheld
● John Saunders   3,300,161   10,284
● Leann Saunders   3,308,646   1,799
● Peter C. Lapaseotes, Jr.   3,276,637   33,808
● Adam Larson   3,287,316   23,129
● Tom Heinen   3,299,442   11,003
● Graeme P. Rein   3,308,313   2,132
● Michael D. Smith   3,299,292   11,153

 

      For   Against   Abstain
2. To ratify the appointment of Causey, Demgen & Moore, P.C. as the independent registered public accounting firm of the Company for the year-ending December, 31 2023.   4,698,688   1,612   32,263

 

      For   Against   Abstain
3. To approve, by non-binding advisory vote, the compensation of the Company’s named executive officers.   3,274,552   26,456   9,437

 

      1 Year   2 Year   3 Year   Abstain
4. Recommendation, by non-binding advisory vote, the frequency of future advisory votes on executive compensation   256,644   1,268   3,031,569   20,964

 

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

WHERE FOOD COMES FROM, INC.

  (Registrant)
   
  By: /s/ Dannette Henning
Date: June 8, 2023   Dannette Henning
    Chief Financial Officer

 

 

 

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