Item 5.07 Submission of Matters to a Vote of Security Holders.
On January 15, 2020, the “Company held a Special Meeting of Stockholders (the “Special Meeting”). As of November 22, 2019, the record date for the Special Meeting, 49,924,719 shares of Common Stock were outstanding and entitled to vote at the Special Meeting. A summary of the matters voted upon by stockholders at the Special Meeting is set forth below.
A total of 38,788,219 shares of Common Stock were present at the meeting in person or by proxy, which represents approximately 77.7% of the shares of common stock outstanding as of the record date for the Special Meeting. The final voting results are as follows:
Proposal 1. Approval of the Reverse Stock Split
The Company’s stockholders approved a series of alternate amendments to the Certificate of Incorporation, to effect, at the discretion of the Board: (i) a reverse split of Common Stock, whereby each outstanding 5, 6, 7, 8, 9 or 10 shares of Common Stock would be combined and converted into one share of Common Stock; and (ii) for reverse splits in the range of 1-for-5 to 1-for-10, a reduction in the number of authorized shares of Common Stock from 200,000,000 to 80,000,000, 66,666,667, 57,142,858, 50,000,000, 44,444,445 or 40,000,0000 shares, respectively. The final voting results are as follows:
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Votes For
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Votes Against
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Abstention
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28,978,058
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9,645,919
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164,242
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Proposal 2. Approval of the Increase in the Number of Authorized Shares of Common Stock
The Company’s stockholders approved an amendment to the Certificate of Incorporation to increase the number of authorized shares of Common Stock from 200,000,000 to 400,000,000. The final voting results are as follows:
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Votes For
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Votes Against
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Abstention
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28,139,034
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10,498,399
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150,786
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Proposal 3. Approval of the Amendment to the Company’s 2019 Equity Incentive Plan
The Company’s stockholders approved an amendment to the Company’s 2019 Equity Incentive Plan to, among other things, increase the number of shares of Common Stock authorized for issuance under the 2019 Equity Incentive Plan by 6,000,000 shares (before any adjustment for any reverse stock split). The final voting results are as follows:
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Votes For
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Votes Against
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Abstention
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Broker Non-Votes
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14,900,424
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4,380,505
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63,138
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19,444,152
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Proposal 4. Approval of the Adjournment of the Special Meeting
The Company’s stockholders approved the adjournment of the Special Meeting, if necessary, to solicit additional proxies if there are not sufficient votes in favor of any of the foregoing proposals. The final voting results are as follows:
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Votes For
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Votes Against
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Abstention
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30,146,018
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7,732,911
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909,260
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