Current Report Filing (8-k)
02 Juni 2023 - 9:17PM
Edgar (US Regulatory)
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2023-05-31
2023-05-31
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2023-05-31
2023-05-31
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2023-05-31
2023-05-31
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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): May 31, 2023
NEXTPLAT
CORP
(Exact
Name of Registrant as Specified in its Charter)
nevada |
|
001-40447 |
|
65-0783722 |
(State
or Other Jurisdiction
of
Incorporation or Organization) |
|
(Commission
File
No.) |
|
(I.R.S.
Employer
Identification
No.) |
3250
Mary St., Suite 410
Coconut
Grove, FL 33133
(Address
of principal executive offices and zip code)
(305)
560-5355
(Registrant’s
telephone number, including area code)
(Former
name or former address, if changed from 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 (see General Instruction A.2. below):
☐ |
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-14(c)). |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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, par value $0.0001 |
|
NXPL |
|
The
Nasdaq Stock Market, Inc. |
Warrants |
|
NXPLW |
|
The
Nasdaq Stock Market, Inc. |
Item
5.07. Submission of Matters to a Vote of Security Holders.
On
May 31, 2023, NextPlat Corp (the “Company”) held its 2023 Annual Meeting (the “Annual Meeting”). At the Annual
Meeting, each director nominee was elected and each other matter submitted to a vote of the Company’s stockholders, as described
below, was approved by the requisite vote of the Company’s stockholders. A playback of the Annual Meeting can be found at: https://spaces.hightail.com/receive/o1xlVxDv84/dXMtMTdhYjJhODctYTc0OS00ZDk5LTk3OWUtODA4YzAwNzcxZDky.
The
number of shares of common stock that voted on matters presented at the Annual Meeting was 10,302,377, representing approximately 71%
of the 14,441,025 shares outstanding as of April 3, 2023, the record date for the Annual Meeting.
The
final voting results for each of the proposals submitted to a vote of the stockholders of the Company at the Annual Meeting are set forth
below. The proposals are described in detail in the Company’s Definitive Proxy Statement filed with the U.S. Securities and Exchange
Commission (the “SEC”) on April 7, 2023 (the “Proxy Statement”), and are incorporated herein by reference.
1.
The election of nine directors, each to serve until the next annual meeting of stockholders of the Company, or until such person’s
successor is elected and qualified.
NOMINEE | |
VOTES FOR | | |
VOTES WITHHELD | |
Rodney Barreto | |
| 7,100,255 | | |
| 5,777 | |
Kendall Carpenter | |
| 7,100,369 | | |
| 5,663 | |
Louis Cusimano | |
| 7,097,466 | | |
| 8,566 | |
Hector Delgado | |
| 7,101,128 | | |
| 4,904 | |
Douglas S. Ellenoff | |
| 7,040,792 | | |
| 65,240 | |
Charles M. Fernandez | |
| 7,103,128 | | |
| 2,904 | |
Maria Cristina Fernandez | |
| 7,100,982 | | |
| 5,010 | |
John Miller | |
| 7,100,315 | | |
| 5,717 | |
David Phipps | |
| 7,085,260 | | |
| 20,772 | |
2.
The ratification of the appointment of RBSM LLP as the Company’s independent registered public accounting firm for the year ending
December 31, 2023.
For:
10,300,563 |
Against:
1,204 |
Abstain:
610 |
3.
The approval, on an advisory basis, of the compensation of the Company’s named executive officers as disclosed in the Proxy Statement.
For:
7,090,897 |
Against:
10,431 |
Abstain:
4,704 |
4.
The authorization of the adjournment of the 2023 Annual Meeting, if necessary, to solicit additional proxies if there are not sufficient
votes in favor of Proposal 3, Proposal 4 or Proposal 7.
For:
10,246,037 |
Against:
29,311 |
Abstain:
27,029 |
SIGNATURE
Pursuant
to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
|
NEXTPLAT
CORP. |
|
|
|
|
By: |
/s/
Charles M. Fernandez |
|
Name: |
Charles
M. Fernandez |
|
Title: |
Chairman
and Chief Executive Officer |
|
|
|
Dated:
June 2, 2023 |
|
|
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