UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
Current Report
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| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
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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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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.
SOBR Safe, Inc. (the “Company”) convened its 2024 Special Stockholder Meeting (the “Special Meeting”) virtually on Monday, July 22, 2024 at 1:00 p.m. Mountain Time via webcast at www.virtualshareholdermeeting.com/SOBR2024SM. A quorum was present for the Special Meeting.
Two proposals were described in the Proxy Statement as filed with the Securities and Exchange Commission on June 24, 2024. As of the record date, June 18, 2024, a total of 30,133,154 shares of common stock of the Company were issued and a total of 30,120,825 shares of common stock were outstanding and entitled to vote. The holders of record of 11,381,588 shares of common stock were present or represented by proxy at said meeting for a total of 11,381,588 votes represented at the meeting. Such amount represented 37.78% of the total shares outstanding and entitled to vote at the Special Meeting.
At the Special Meeting, the stockholders approved Proposal 1, which was the only proposal submitted to a vote. The final votes on this proposal were cast as set forth below:
| 1. | Proposal No. 1 – Issuance of Shares upon Conversion of a Common Stock Purchase Warrant. The stockholders approved, for purposes of complying with applicable Nasdaq rules and upon exercise of that certain Common Stock Purchase Warrant dated June 4, 2024, the issuance of up to 20,638,326 shares of common stock of the Company. |
Shares FOR |
| Shares AGAINST |
| ABSTAIN |
10,708,377 |
| 639,907 |
| 33,304 |
Proposal 2, the approval of the adjournment of the Special Meeting for the purpose of soliciting additional proxies if there are not sufficient votes at the Special Meeting to approve Proposal 1 or establish a quorum, was not presented to the stockholders at the meeting, as a quorum had been established and preliminary voting results indicated that Proposal 1 was approved.
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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.
| SOBR Safe, Inc. a Delaware corporation |
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Dated: July 26, 2024 | By: | /s/ David Gandini |
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| David Gandini, Chief Executive Officer |
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Cover |
Jul. 22, 2024 |
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| Cover [Abstract] | |
| Entity Registrant Name | SOBR SAFE, INC. |
| Entity Central Index Key | 0001425627 |
| Document Type | 8-K |
| Amendment Flag | false |
| Entity Emerging Growth Company | false |
| Document Period End Date | Jul. 22, 2024 |
| Entity File Number | 000-53316 |
| Entity Incorporation State Country Code | DE |
| Entity Tax Identification Number | 26-0731818 |
| Entity Address Address Line 1 | 6400 S. Fiddlers Green Circle |
| Entity Address Address Line 2 | Suite 1400 |
| Entity Address City Or Town | Greenwood Village |
| Entity Address State Or Province | CO |
| Entity Address Postal Zip Code | 80111 |
| City Area Code | 844 |
| Local Phone Number | 762-7723 |
| Security 12b Title | Common Stock |
| Trading Symbol | SOBR |
| Security Exchange Name | NASDAQ |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |