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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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).
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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
On April 22, 2022, NextPlay Technologies, Inc. (the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”) in a virtual format. At the Annual Meeting, 40,996,841 of the Company’s 114,060,020 issued and outstanding shares of common stock entitled to vote, or approximately 36.0% as of the record date, February 24, 2022, were present or represented by proxy.
The proposals voted on at the Annual Meeting are more fully described in the Proxy Statement on Schedule 14A filed by the Company with the Securities and Exchange Commission (the “Commission”) on March 11, 2022, which information is incorporated by reference herein. The final voting results on the proposals presented for stockholder approval at the Annual Meeting were as follows:
Proposal No. 1: The Company’s stockholders elected ten directors, each to hold office until the Company’s next annual meeting of stockholders, or until their successors are duly elected and qualified, subject to prior death, resignation, or removal, as follows:
Nominees |
Votes For | Votes Withheld | Broker Non-Votes | |||||||||
| Nithinan Boonyawattanapisut | 36,668,268 | 3,372,349 | 956,224 | |||||||||
| William Kerby | 33,814,338 | 6,226,279 | 956,224 | |||||||||
| Donald P. Monaco | 33,960,154 | 6,080,463 | 956,224 | |||||||||
| Athid Nanthawaroon | 38,972,295 | 1,068,322 | 956,224 | |||||||||
| Carmen L. Diges | 33,998,080 | 6,042,537 | 956,224 | |||||||||
| Komson Kaewkham | 39,622,676 | 417,941 | 956,224 | |||||||||
| Yoshihiro Obata | 37,668,054 | 2,372,563 | 956,224 | |||||||||
| Farooq Moosa | 39,674,566 | 366,051 | 956,224 | |||||||||
| Edward Terrence Gardner | 37,687,597 | 2,353,020 | 956,224 | |||||||||
| Todd Bonner | 36,506,486 | 3,534,131 | 956,224 | |||||||||
Proposal No. 2: The Company’s stockholders ratified the appointment of TPS Thayer, LLC as the Company’s independent registered public accounting firm for the fiscal year ending February 28, 2022, as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||
| 40,733,758 | 119,897 | 143,186 | 0 | |||||||||||
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Proposal No. 3: The Company’s stockholders did not approve an amendment to the exercise price provisions of those warrants (the “Warrants”) issued in connection with a registered direct offering of the Company’s securities pursuant to that Stock Purchase Agreement entered into by and among the Company and certain investors on November 1, 2021, and specifically to remove the $1.97 floor price (the “Floor Price”) of the Warrants such that the exercise price of the Warrants may be reduced below the Floor Price in the event that the Company issues or enters into any agreement to issue securities for consideration less than the then current exercise price of the warrants (the “Warrant Amendment”), as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||
| 11,107,131 | 28,884,876 | 48,610 | 956,224 | |||||||||||
As previously disclosed in the Current Report on Form 8-K filed by the Company with the Commission on November 3, 2021, the Company has agreed to hold a meeting of its stockholders every three months for so long as the Warrants remain outstanding to obtain stockholder approval of the Warrant Amendment.
Proposal No. 4: The Company’s stockholders voted to authorize the Company’s board of directors (the “Board”) to adjourn the Annual Meeting, in the Board’s discretion, to permit the Company’s Board to solicit additional proxies in favor of the proposals voted on at the Annual Meeting, as follows:
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||
| 35,234,936 | 4,740,053 | 65,628 | 956,224 | |||||||||||
The Board elected not to adjourn the Annual Meeting to a later date to solicit additional proxies in favor of the proposals voted on at the Annual Meeting.
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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.
| NEXTPLAY TECHNOLOGIES, INC. | |||
| Date: April 26, 2022 | By: | /s/ Nithinan Boonyawattanapisut | |
| Name: | Nithinan Boonyawattanapisut | ||
| Title: | Co-Chief Executive Officer | ||
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