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 of 1934
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Item 1.01. Entry into a Material Definitive Agreement.
Short-Term Loan
On June 28, 2024, the Company entered into a short-term loan with a director, Lawrence Sinks (the “Lender”), evidenced by a promissory note in the principal amount of $400,000 (the “Note”). Proceeds from the Note are to be utilized by the Company’s wholly-owned subsidiary, American Rebel Beverages, LLC. The Note is due on September 30, 2024, with a repayment amount of $520,000. The Company may reduce the repayment amount to $480,000 if the Note is repaid on or before July 31, 2024; or reduce to $500,000 if the Note is repaid on or before August 31, 2024.
The foregoing description of the Note and of all of the parties’ rights and obligations under the Note is qualified in its entirety by reference to the Note, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K, and of which is incorporated herein by reference.
The information set forth above in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 27, 2024, the Company held its annual meeting of stockholders. Stockholders voted on the following proposals:
| 1. | To elect Charles A. Ross, Jr., Corey Lambrecht, Larry Sinks, Michael Dean Smith and C. Stephen Cochennet to serve as directors until the next annual meeting or until their successors are elected and qualified; and | |
| 2. | To confirm the affirmation of GBQ Partners LLC as independent auditors for the next year. |
Each proposal was approved and each share of common stock was entitled to one vote per proposal. Only stockholders of record at the close of business on May 28, 2024, were entitled to vote. The number of outstanding shares on the record date was 5,947,643. In addition, the Company had 75,000 shares of Series A Preferred Stock in attendance; each share of Series A Preferred Stock is entitled to cast one thousand (1,000) votes for each share held of the Series A Preferred stock on all matters presented to the stockholders of the Company for a vote.
Votes on the proposals were as follows:
Proposal |
For |
Against |
Abstentions |
Broker Non-Votes | |||||
| 1. | Charles A. Ross, Jr. | 75,329,305 | 33,324 | 3,660 | 2,069,734 | ||||
| 1. | Corey Lambrecht | 75,329,240 | 33,288 | 3,761 | 2,069,734 | ||||
| 1. | Larry Sinks | 75,322,695 | 39,934 | 3,660 | 2,069,734 | ||||
| 1. | Michael Dean Smith | 75,313,246 | 49,383 | 3,660 | 2,069,734 | ||||
| 1. | C. Stephen Cochennet | 75,322,592 | 40,037 | 3,660 | 2,069,734 | ||||
| 2. | Affirmation of GBQ Partners LLC | 77,251,039 | 179,400 | 5,584 | 0 |
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Description | |
| 10.1 | Sinks Promissory Note dated June 28, 2024 | |
| 104 | Cover Page Interactive Data File |
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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.
| AMERICAN REBEL HOLDINGS, INC. | ||
| Date: July 2, 2024 | By: | /s/ Charles A. Ross, Jr. |
Charles A. Ross, Jr. Chief Executive Officer | ||
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