UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Securities Exchange Act of 1934
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 25, 2022, at the Annual Meeting of Planet Green Holdings Corp. (the “Company”), stockholders elected Bin Zhou, Lili Hu, Luojie Pu, King Fai Leung and Yang Cao to serve as directors of the Company for one-year terms, expiring at the Company’s 2023 annual meeting. As of August 25, 2022, Chao Chen is no longer a member of the board of directors.
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On August 29, 2022, the Company filed a Certificate of Amendment (the “Certificate of Amendment”) to its Articles of Incorporation (as amended, the “Charter”) with the Secretary of State of the State of Nevada to increase the total number of shares of all classes of stock which the Company has authority to issue to 1,100,000,000 consisting of (a) 1,000,000,000 shares of common stock, par value $0.001 per share, and (b) 100,000,000 shares of preferred stock, par value $0.001 per share, to be issued from time to time with such rights, preferences and priorities as the Board of Directors shall designate.
Item 5.07 Submission of Matters to a Vote of Security Holders.
On August 25, 2022, the Company held its 2022 annual meeting of stockholders (the “Annual Meeting”) at which the stockholders voted on the proposals set forth below, each of which is described in greater detail in the definitive proxy statement filed with the Securities and Exchange Commission on July 12, 2022 (the “Proxy Statement”).
As of June 28, 2022 (the “Record Date”), there were 60,081,930 shares of common stock, par value $0.001 per share, of the Company issued and outstanding. At the Annual Meeting, there were 42,814,844 shares voted, either in person or by proxy, and each of the proposals were approved by the stockholders. The final voting results for each matter submitted to the stockholders at the Annual Meeting are as follows:
| 1. | The Director Election Proposal-- To elect each of the five (5) directors identified herein to the Company’s board of directors, with such directors to serve until the next annual meeting of shareholders or until their respective successors are elected and qualified: |
| Election of Directors | For | Withheld | ||
| Bin Zhou | 40,459,853 | 21,785 | ||
| Lili Hu | 40,459,853 | 21,784 | ||
| Luojie Pu | 40,466,052 | 15,586 | ||
| King Fai Leung | 40,376,798 | 104,840 | ||
| Yang Cao | 40,376,813 | 104,825 |
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| 2. | Authorized Capital Increase Proposal-- to approve and adopt a proposal for amendment to the Company’s articles of incorporation to increase the total number of shares of all classes of stock which the Company has authority to issue to 1,100,000,000 consisting of (a) 1,000,000,000 shares of common stock, par value $0.001 per share, and (b) 100,000,000 shares of preferred stock, par value $0.001 per share, to be issued from time to time with such rights, preferences and priorities as the Board of Directors shall designate. |
| Votes For | Votes Against | Abstentions | ||
| 40,345,174 | 133,913 | 2,551 |
| 3. | The Auditor Ratification Proposal-- To ratify the appointment of WWW, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022: |
| Votes For | Votes Against | Abstentions | ||
| 42,775,646 | 13,432 | 25,766 |
| 4. | The Adjournment Proposal-- to approve the proposal to authorize the adjournment the Annual Meeting to a later date in order to obtain sufficient votes to approve the foregoing proposals if there are not sufficient votes to approve such proposals: |
| Votes For | Votes Against | Abstentions | ||
| 42,590,625 | 207,148 | 17,071 |
Although this proposal received sufficient votes to be approved, as a result of the approval of each of the foregoing proposals, the adjournment of the Annual Meeting was determined not to be necessary or appropriate.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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Exhibit No. |
Description | |
| 3.1 | Certificate of Amendment | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURE
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.
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PLANET GREEN HOLDINGS CORP. | |
| By: | /s/ Bin Zhou | |
| Name: | Bin Zhou | |
| Title: | Chief Executive Officer | |
| Date: August 30, 2022 | ||
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