Income Opportunity Realty Investors Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act
Date of Report (Date of earliest event reported): |
(Exact Name of Registrant as Specified in its Charter)
|
|
|
(State or other jurisdiction of incorporation) | (Commission File No.) | (I.R.S. Employer Identification No.) |
|
| |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code |
(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 |
Name of Each Exchange on which Registered |
|
|
|
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. o
Item 5.07 - Submission of Matters to the Vote of Security Holders
On December 11, 2024, the Annual Meeting of Stockholders of Income Opportunity Realty Investors, Inc. (“IOR” or the “Issuer” or the “Registrant”) was held, following a solicitation of proxies, pursuant to a Notice of Annual Meeting and related Proxy Statement, dated November 9, 2023, distributed in accordance with the requirements of Regulation 14A under the Securities Exchange Act of 1934, as amended. On the record date of November 7, 2024, a total of 4,066,178 shares of Common Stock were outstanding, with each share entitled to cast one vote.
At the meeting, proxies representing at least 3,230,130 shares (94.86% of the outstanding) appeared and were cast, thereby establishing a quorum present in person or by proxy. It was noted that, of the 4,168,214 outstanding shares of Common Stock, 3,230,130 shares are held in DTC/CEDE accounts.
At the Annual Meeting, which involved the election of directors, the following named persons received the number of votes cast for, against or withheld, as well as the number of abstention and broker non-votes:
Nominee Name |
No. of Votes For |
Of Shares Voted, % For |
No. of Votes Withheld |
No. of Votes Abstained |
Broker Non- Votes |
Henry A. Butler | 3,805,973 | 93.60% | 52,277 | - | 476 |
Robert A. Jakuszewski | 3,805,973 | 93.60% | 52,277 | - | 476 |
Ted R. Munselle | 3790,955 | 93.23% | 67,295 | - | 476 |
Fernando Victor Lara Celis | 3,805,973 | 93.60% | 52,277 | - | 476 |
All of the nominees named above, each of which is currently a director of the Registrant, were elected at such Annual Meeting.
The second matter presented at the Annual Meeting was the ratification of the appointment of Farmer, Fuqua & Huff, P.C. as the independent registered public accounting firm for the Registrant for the fiscal year ending December 31, 2024, and any interim period. A total of 3,839,905 votes were cast FOR, 17,310 votes were cast AGAINST, and 1,311 votes ABSTAINED from voting with respect to such proposal. There were no broker non-votes.
The Annual Meeting of the Board of Directors was held on the following day, December 12, 2024. At such meeting, Henry A. Butler was re-elected Chairman of the Board and Ted Munselle was re-appointed as the Presiding Director.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned, hereunto duly authorized.
Dated: December 12, 2024
INCOME OPPORTUNITY REALTY | |
INVESTORS, INC. |
By: | /s/ Erik L. Johnson |
Erik L. Johnson, President and Chief Executive | |
Officer |