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 5.07 — Submission of Matters to a Vote of Security Holders
The 2023 Annual Meeting of Stockholders (the “Annual Meeting”) of CEA Industries Inc. (the “Company”) was held on December 18, 2023. At the Annual Meeting, the Company’s stockholders:
● | Elected five incumbent directors to serve until the next annual meeting of the Company’s stockholders or until their respective successors have been duly elected and qualified; | |
● | Ratified Sadler, Gibb & Associates as the reviewing independent accountants for the Company for fiscal year 2023; and | |
● | Approved any adjournment of the Annual Meeting, if necessary or appropriate, to permit solicitation of additional proxies to hold the meeting and approve the foregoing proposals |
Proposal 3 was to authorize the Board, at its discretion, at any time until June 30, 2024, (i) to effect a reverse stock split of the common stock with a ratio not less than two-for-one but not greater than twenty-for-one. This proposal was not approved in the Annual Meeting.
The number of votes cast for, against or withheld and the number of abstentions and broker non-votes with respect to each Proposal is set forth below.
Proposal 1 | Shares For | Shares Against | Shares Withheld | Broker Non-Votes | ||||||||||||
Anthony K. McDonald | 1,548,817 | 919,914 | 730,980 | 1,299,397 | ||||||||||||
James R. Shipley | 1,455,842 | 1,052,302 | 691,567 | 1,299,397 | ||||||||||||
Nicholas J. Etten | 1,430,571 | 1,078,619 | 690,521 | 1,299,397 | ||||||||||||
Troy L. Reisner | 1,524,945 | 984,119 | 690,647 | 1,299,397 | ||||||||||||
Marion Mariathasan | 1,550,318 | 958,723 | 690,670 | 1,299,397 |
Proposal 2 | Shares For | Shares Against | Shares Abstaining | Broker Non-Votes | ||||||||||||
Ratification of the appointment of Sadler, Gibb & Associates, L.L.C. as our independent registered public accounting firm for the fiscal year ending December 31, 2022. | 3,465,227 | 211,616 | 822,265 | 0 |
Proposal 3 | Shares For | Shares Against | Shares Abstaining | Broker Non-Votes | ||||||||||||
authorize the Board, at its discretion, at any time until June 30, 2024, (i) to effect a reverse stock split of the common stock | 2,935,658 | 1,231,295 | 332,155 | 0 |
Proposal 4 | Shares For | Shares Against | Shares Abstaining | Broker Non-Votes | ||||||||||||
To an adjournment of the meeting of stockholders | 2,888,861 | 1,234,346 | 375,901 | 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.
Date: December 18, 2023 | CEA INDUSTRIES, INC. | |
By | /s/ Anthony K. McDonald | |
Anthony K. McDonald | ||
President and Chief Executive Officer |
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