SharpLink Gaming Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
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ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
SharpLink Gaming, Inc., a Delaware corporation (“SharpLink” or the “Company”), reconvened the 2024 Annual Meeting of Stockholders of the Company (the “Annual Meeting”) on Monday, December 23, 2024 at 4:00 p.m. Central Time. The Annual Meeting was held in person at 333 Washington Avenue North, Suite 104, Minneapolis, Minnesota 55401.
The Annual Meeting was originally scheduled for Monday, December 9, 2024. On the date of the original meeting, the quorum required by the Amended and Restated Certificate of Incorporation of the Company (holders of at least 33 1/3% of the outstanding shares of stock entitled to vote) was not present at the Annual Meeting. Therefore, pursuant to the Company’s Amended and Restated Certificate of Incorporation, the Annual Meeting was adjourned to Monday, December 23, 2024, at which time a quorum was achieved. The number of shares of common stock (“Common Stock”) of the Company present and voting at the Annual Meeting, constituting a quorum, was as set forth below:
| ● | Present and voting in person or by proxy: 1,748,988; and | |
| ● | Percent of total outstanding shares: 48.78%. |
The record date for determining the Company’s stockholders entitled to notice of and to vote at the Annual Meeting (the “Record Date”) was November 12, 2024. On the Record Date, there were 3,585,350 shares of Common Stock issued and outstanding.
At the Annual Meeting, the stockholders approved all of the four proposals submitted. The votes on the proposals were cast as set forth below:
| 1. | Election of Directors |
| FOR | % VOTED FOR | WITHHELD | % VOTED WITHHELD | |||||||||||||
| Rob Phythian | 681,471 | 97.60% | 16,722 | 2.40% | ||||||||||||
| Obie McKenzie | 685,571 | 98.19% | 12,622 | 1.81% | ||||||||||||
| Robert Gutkowski | 684,597 | 98.05% | 13,596 | 1.95% | ||||||||||||
| Leslie Bernhard | 685.691 | 98.21% | 12,502 | 1.79% | ||||||||||||
| 2. | Reverse Stock-Split by a Ratio of Up to and Including 6:1, to be Effective at the Ratio and on a Date at the Discretion of the Board of Directors |
| FOR | AGAINST | ABSTAIN | ||
| 1,607,952 | 139,287 | 1,749 |
| 3. | Ratification of Cherry Bekaert, LLP as independent registered public accountant for the fiscal year ending December 31, 2024 |
| FOR | AGAINST | ABSTAIN | ||
| 1,621,274 | 126,327 | 1,387 |
| 4. | Non-Binding Vote to Approve Compensation Paid to Named Executive Officers |
| FOR | AGAINST | ABSTAIN | ||
| 673,884 | 22,507 | 1,802 |
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.
| SHARPLINK GAMING, INC. | ||
| By: | /s/ Rob Phythian | |
| Name: | Rob Phythian | |
| Title: | Chief Executive Officer | |
| Dated: December 26, 2024 | ||