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
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or Other Jurisdiction | (Commission | (I.R.S. Employer | ||
| of Incorporation) | File Number) | Identification No.) |
(Address of Principal Executive Office) (Zip Code)
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|
(The Nasdaq Global Market) |
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.
On December 15, 2022, the 2022 Annual Meeting of Shareholders (the “2022 Annual Meeting”) of Aspen Group, Inc. (the “Company”) was held. At the 2022 Annual Meeting, the Company’s shareholders voted on the (i) election of six members of the Board of Directors for a one-year term expiring at the next annual meeting of shareholders; (ii) ratification of the appointment of Salberg & Company, P.A. as the Company’s independent registered public accounting firm for the fiscal year ending April 30, 2023 and (iii) approval of an adjournment of the 2022 Annual Meeting to a later date or time, if necessary, to permit further solicitation and vote of proxies if there are not sufficient votes at the time of the 2022 Annual Meeting to approve any of the proposals presented for a vote at the 2022 Annual Meeting, all as described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on November 3, 2022.
Set forth below are the voting results on each matter submitted to the shareholders at the 2022 Annual Meeting.
Proposal 1. The Company’s shareholders voted to elect the following six individuals as directors to hold office until the next annual meeting of shareholders:
| Nominee | Votes For | Votes Withheld | Broker Non-Votes | |||||||||
| Mr. Michael Mathews | 5,946,286 | 124,611 | 8,483,474 | |||||||||
| Mr. Andrew Kaplan | 5,948,541 | 122,356 | 8,483,474 | |||||||||
| Mr. Douglas Kass | 4,977,678 | 1,093,219 | 8,483,474 | |||||||||
| Mr. Michael Koehneman | 5,642,924 | 427,973 | 8,483,474 | |||||||||
| Dr. Joan Prince | 4,966,697 | 1,104,200 | 8,483,474 | |||||||||
| Mr. Sanford Rich | 5,693,530 | 377,367 | 8,483,474 | |||||||||
Proposal 2. The Company’s shareholders voted to ratify the appointment of Salberg & Company, P.A. as the Company’s independent registered public accounting firm for the fiscal year ending April 30, 2023.
| For | Against | Abstain | |||
| 13,738,929 | 296,921 | 518,521 |
As there were sufficient votes to approve proposals 1 and 2, proposal 3 was moot.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
|
Exhibit |
Description | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
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.
| ASPEN GROUP, INC. | |||
| Date: December 20, 2022 | By: | /s/ Michael Mathews | |
| Name: Michael Mathews | |||
| Title: Chief Executive Officer | |||
Cover |
Dec. 15, 2022 |
|---|---|
| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Dec. 15, 2022 |
| Entity File Number | 001-38175 |
| Entity Registrant Name | ASPEN GROUP, INC. |
| Entity Central Index Key | 0001487198 |
| Entity Tax Identification Number | 27-1933597 |
| Entity Incorporation, State or Country Code | DE |
| Entity Address, Address Line One | 276 Fifth Avenue |
| Entity Address, Address Line Two | Suite 505 |
| Entity Address, City or Town | New York |
| Entity Address, State or Province | NY |
| Entity Address, Postal Zip Code | 10001 |
| City Area Code | (646) |
| Local Phone Number | 448-5144 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Common Stock, $0.001 par value |
| Trading Symbol | ASPU |
| Security Exchange Name | NASDAQ |
| Entity Emerging Growth Company | false |
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