Bright Green Corporation filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
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SECTION 5 – Corporate Governance and Management
Item 5.07 Submission of Matters to a Vote of Security Holders.
On November 15, 2024, we held our 2024 Annual Meeting of the shareholders, at which the shareholders voted on the matters disclosed in our Proxy Statement. The total number of shares entitled to vote at the Meeting was 191,166,318 and there were present at the Meeting, in person or by proxy, 104,573,341 shares, which constituted a quorum for the Meeting. The final voting results for the matters submitted to a vote of the shareholders were as follows:
Proposal No. 1 - Election of Directors
Our shareholders elected the persons listed below for a one-year term expiring at our 2025 Annual Meeting or until their respective successors are duly elected and qualified:
| FOR | AGAINST | BROKER NON VOTES |
||||
| Robert Arnone | 86,108,925 | 4,971,292 | 13,493,124 | |||
| Sean Deson | 86,108,927 | 4,971,290 | 13,493,124 | |||
| Gurvinder Singh | 86,044,761 | 5,035,456 | 13,493,124 | |||
| Lynn Stockwell | 90,797,440 | 332,777 | 13,493,124 | |||
| Dean Valore | 86,034,967 | 5,045,250 | 13,493,124 |
Proposal No. 2 – Reverse Stock Split Proposal
Our shareholders voted to authorize the Company’s Board, in its discretion but prior to the one-year anniversary of the date on which the proposal is approved by the Company’s stockholders at the Annual Meeting, to amend our amended and restated certificate of incorporation to effect a reverse stock split of all of the outstanding shares of our common stock, par value $0.0001 per share, at a ratio in the range of 1-for-5 to 1-for-50, with such ratio to be determined by the Board.
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | |||
| 101,489,864 | 2,614,301 | 469,174 | 0 |
Proposal No. 3 – Stock Issuance Proposal
Our shareholders voted to approve the potential issuance of common stock upon the conversion of Series A Convertible Preferred Stock, par value $0.0001 per share (the “Series A Preferred Stock”), pursuant to the terms of the Certificate of Designation of Preferences, Rights and Limitations of Series A Convertible Voting Preferred Stock governing the Series A Preferred Stock.
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | |||
| 90,064,069 | 883,386 | 132,760 | 13,493,126 |
Proposal No. 4 – Ratification of Independent Registered Public Accounting Firm
Our shareholders ratified the appointment of SRCO, C.P.A., Professional Corporation as our independent registered public accounting firm for fiscal 2024.
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | |||
| 104,178,428 | 338,669 | 56,244 | 0 |
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SIGNATURES
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.
| Bright Green Corporation | |
| /s/ Saleem Elmasri | |
| Saleem Elmasri | |
| Chief Financial Officer | |
| Date November 18, 2024 |
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