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 5.03. Amendments to Articles
of Incorporation or Bylaws; Change in Fiscal Year.
On February 15, 2024, the stockholders of the Company approved an amendment (the “Amendment”) to the Company’s Articles
of Incorporation, as amended, to increase the number of authorized shares of common stock from sixty-six million, six hundred sixty-six
thousand sixty hundred sixty-seven (66,666,667) to two hundred fifty million (250,000,000) which
Amendment was filed and effective with the Secretary of the State of Nevada on February 15, 2024. The Amendment was filed as Appendix
B to the Company’s definitive proxy statement filed December 11, 2023 and the terms thereof are incorporated herein by reference.
Item 5.07. Submission of Matters to a Vote of Security Holders.
A 2024 Special Meeting of Stockholders of the Company was recommenced on Thursday, February 15, 2024 to vote on the following proposal:
(1) | To approve an amendment to the Company’s Articles of Incorporation to increase the number of authorized shares of common stock from sixty-six million, six hundred sixty-six thousand sixty hundred sixty-seven (66,666,667) to two hundred fifty million (250,000,000). In accordance with the voting results listed below, the proposal was approved. |
For | Against | Abstain | Broker non-votes |
21,999,112
|
7,351,104 | 198,805 | 0 |
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.
22ND CENTURY GROUP, INC. | |
/s/ Lawrence Firestone | |
Date: February 15, 2024 | Lawrence Firestone |
Chief Executive Officer |