Safe & Green Holdings Corp. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On August 25, 2025, at a special meeting of stockholders (the “Special Meeting”) of Safe & Green Holdings Corp., a Delaware corporation (the “Company”), the stockholders of the Company voted on the following three (3) proposals and votes were cast as described below. These matters are described in detail in the Definitive Proxy Statement.
The final results for Proposals 1 – 3 as set forth in the Definitive Proxy Statement are as follows:
Proposal No. 1
The stockholders approved to grant discretionary authority to the Company’s board of directors to (i) amend the Company’s articles of incorporation to combine outstanding shares of the Company’s Common Stock into a lesser number of outstanding shares, or a “reverse stock split,” at a ratio within a range of one-for-ten (1-for-10) to a maximum of a one-for-one-hundred (1-for-100), with the exact ratio to be determined by the board of directors in its sole discretion; and (ii) effect the reverse stock split, if at all, within one year of the date of the proposal is approved by stockholders, as disclosed in the Definitive Proxy Statement. The results of the voting for this proposal were as follows:
| For | Against | Abstain | Broker Non-Votes | |||
| 4,115,971 | 74,101 | 1,245 | n/a |
Proposal No. 2
The stockholders approved, for purposes of complying with Nasdaq listing rule 5635(d), the issuance of the Conversion Shares pursuant to the Series B Preferred Stock, including the issuance of all of the Conversion Shares in excess of 19.99% of the issued and outstanding Common Stock on July 17, 2025, as disclosed in the Definitive Proxy Statement. The results of the voting for this proposal were as follows:
| For | Against | Abstain | Broker Non-Votes | |||
| 4,107,320 | 82,643 | 1,354 | n/a |
Proposal No. 3
The stockholders approved the adjournment of the Special Meeting, based on the votes set forth below; however, an adjournment was not needed as Proposals 1 and 2 received sufficient number of votes for approval. The results of this proposal were as follows:
| For | Against | Abstain | Broker Non-Votes | |||
| 4,114,648 | 49,922 | 26,747 | n/a |
Item 9.01 Financial Statements and Exhibits
| Exhibit Number |
Description | |
| 104 | Cover Page Interactive Data File (embedded within the inline XBRL document) |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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SAFE & GREEN HOLDINGS CORP. | |||
| Dated: August 26, 2025 | By: | /s/ Michael McLaren | |
| Name: | Michael McLaren | ||
| Title: | Chief Financial Officer | ||
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