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
Date
of Report (Date of earliest event reported):
(Exact name of Registrant as specified in its charter)
| (State or other jurisdiction | (Commission | (I.R.S Employer | ||
| of incorporation) | File Number) | 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 (see General Instruction A.2. below):
| 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(s) | Name of each exchange on which registered | ||
Securities registered pursuant to Section 12(g) of the Act: Common Stock, $0.001 par value
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. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders.
2024 Annual Meeting of Stockholders
On June 20, 2024, the Company held its 2024 Annual Meeting of Stockholders (the “2024 Annual Meeting”). A total of 4,230,806 shares of Common Stock, par value $.001 per share, were issued and outstanding on April 26, 2024, the record date for the 2024 Annual Meeting, and were entitled to vote thereat, of which 1,949,984 shares were present, in person or by proxy, thus constituting a quorum at the 2024 Annual Meeting.
Set forth below are the voting results on each of the three proposals submitted to and voted upon by the stockholders at the 2024 Annual Meeting, which proposals are described in the Company’s Proxy Statement for the 2024 Annual Meeting:
| Proposal 1: | Election of Directors | |
| The following nominees were elected as directors, each to serve for a term of one year and until his or her successor is duly elected and qualified, by the vote set forth below: |
| For | Withheld | Broker Non-Votes | ||||
| James F. DeSocio | 1,777,028 | 4,087 | 168,869 | |||
| Roger Kahn | 1,724,130 | 56,985 | 168,869 | |||
| John Guttilla | 1,777,028 | 4,087 | 168,869 | |||
| Stanley P. Jaworski, Jr. | 1,738,176 | 42,939 | 168,869 | |||
| Paul Seid | 1,777,035 | 4,080 | 168,869 | |||
| Michael N. Taglich | 1,724,130 | 56,985 | 168,869 |
| Proposal 2: | Approval of 2024 Equity Incentive Plan | |
| The adoption and approval of the Intellinetics Inc. 2024 Equity Incentive Plan. |
| For | Against | Abstain | Broker Non-Votes | |||
| 1,746,447 | 34,644 | 24 | 168,869 |
| Proposal 3: | Ratification of Appointment of Independent Registered Public Accounting Firm | |
| The appointment by the Audit Committee of GBQ Partners LLC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024 was ratified, by the vote set forth below: |
| For | Against | Abstain | ||
| 1,936,999 | 12,985 | 0 |
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Name of Exhibit | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| INTELLINETICS, INC. | ||
| By: | /s/ James F. DeSocio | |
| James F. DeSocio | ||
| President and Chief Executive Officer | ||
| Dated: June 26, 2024 | ||
Cover |
Jun. 20, 2024 |
|---|---|
| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Jun. 20, 2024 |
| Entity File Number | 000-31671 |
| Entity Registrant Name | INTELLINETICS, INC. |
| Entity Central Index Key | 0001081745 |
| Entity Tax Identification Number | 87-0613716 |
| Entity Incorporation, State or Country Code | NV |
| Entity Address, Address Line One | 2190 Dividend Dr. |
| Entity Address, City or Town | Columbus |
| Entity Address, State or Province | OH |
| Entity Address, Postal Zip Code | 43228 |
| City Area Code | 614 |
| Local Phone Number | 921-8170 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Common Stock, $0.001 par value |
| Trading Symbol | INLX |
| Security Exchange Name | NYSEAMER |
| Entity Emerging Growth Company | false |
| Entity Information, Former Legal or Registered Name | Intellinetics, Inc. |
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