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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On February 16, 2022, the stockholders of Energy Services of America Corporation (the “Company”) approved the Company’s 2022 Equity Incentive Plan (the “Plan”), which provides for the grant of stock-based awards to officers and employees of the Company and its subsidiaries. A description of the material terms of the Plan is contained in the Company’s definitive proxy statement for the Annual Meeting of Stockholders filed with the Securities and Exchange Commission on January 11, 2022. A copy of the Plan is filed as Exhibit 10.1 to this Current Report on Form 8-K.
Item 5.07 Submission of Matters to a Vote of Security Holders
On February 16, 2022, the Company held its Annual Meeting of Stockholders. At the Annual Meeting, stockholders considered the election of directors, the ratification of Baker Tilly US, LLP as the Company’s independent registered public accountants, an advisory, non-binding resolution with respect to executive compensation, and approval of the Energy Services of America Corporation 2022 Equity Incentive Plan. All proposals were approved by the stockholders. A breakdown of the votes cast is set forth below.
1. The election of directors.
| For | Withheld | Broker Non-Votes | ||||||||||
| Marshall T. Reynolds | 7,112,289 | 195,366 | 3,414,423 | |||||||||
| Jack M. Reynolds | 7,111,192 | 196,463 | 3,414,423 | |||||||||
| Joseph L. Williams | 7,195,481 | 112,174 | 3,414,423 | |||||||||
| Douglas V. Reynolds | 7,111,192 | 196,463 | 3,414,423 | |||||||||
| Frank S. Lucente | 7,223,972 | 83,683 | 3,414,423 | |||||||||
| Daniel J. Mannes | 7,300,496 | 7,159 | 3,414,423 | |||||||||
| Samuel G. Kapourales | 7,141,397 | 166,258 | 3,414,423 | |||||||||
| Charles Abraham | 6,709,290 | 598,365 | 3,414,423 | |||||||||
| Brian Pratt | 7,218,505 | 89,150 | 3,414,423 | |||||||||
2. The ratification of the appointment of Baker Tilly US, LLP as the Company’s independent registered public accounting firm for the year ending September 30, 2022.
| For | Against | Abstain | ||||||||
| 10,600,160 | 3,127 | 118,791 | ||||||||
3. An advisory, non-binding resolution with respect to our executive compensation.
| For | Against | Abstain | ||||||||
| 7,125,917 | 174,019 | 7,719 | ||||||||
4. Approval of the Energy Services of America Corporation 2022 Equity Incentive Plan.
| For | Against | Abstain | ||||||||
| 7,115,754 | 62,378 | 129,523 | ||||||||
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit 10.1 | Energy Services of America Corporation 2022 Equity Incentive Plan | |
| Exhibit 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| ENERGY SERVICES OF AMERICA CORPORATION | ||
| DATE: February 18, 2022 | By: | /s/ Charles Crimmel |
| Charles Crimmel | ||
| Chief Financial Officer | ||