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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| Title of each class | Trading Symbol | Name of each exchange on which registered | ||
| The |
Item 5.07 Submission of Matters to a Vote of Security Holders
Ipsidy Inc. (the “Company”) held its Annual Meeting on December 29, 2021 virtually by conference call and live stream. Of the 23,206,155 shares of Common Stock outstanding on November 9, 2021, the record date, 16,128,872 shares were represented at the Annual Meeting, in person or by proxy, constituting a quorum. The proposals considered at the Annual Meeting are described in detail in the Proxy Statement. The proposals described below were voted upon at the Annual Meeting and the number of votes cast with respect to each proposal was as set forth below:
| (1) | Elect seven directors until such nominee’s successor is duly elected and qualified, or until the nominee’s earlier death, resignation or removal. The seven directors receiving the highest vote were appointed to the board. The following directors were elected to the board. |
| For | Withheld | |||||||
| Phillip L. Kumnick | 11,908,342 | 380,983 | ||||||
| Thomas L. Thimot | 12,181,403 | 107,922 | ||||||
| Philip R. Broenniman | 11,667,946 | 621,379 | ||||||
| Michael A. Gorriz | 12,288,069 | 1,256 | ||||||
| Michael L. Koehneman | 12,288,053 | 1,272 | ||||||
| Neepa Patel | 11,911,578 | 377,747 | ||||||
| Jacqueline L. White | 12,288,103 | 1,222 | ||||||
| (2) | Ratified the appointment of Cherry Bekaert LLP as the Company’s independent auditors for the fiscal year ending December 31, 2021. This matter was determined based on majority of the shares cast. |
| For | Against | Abstain | ||||||||
| 16,126,036 | 335 | 2,501 | ||||||||
| (3) | Approved the 2021 Equity Incentive Plan and to authorize 1,250,000 shares of common stock for issuance thereunder. This matter was determined based on majority of the shares cast. |
| For | Against | Abstain | ||||||||
| 11,683,745 | 589,378 | 16,202 | ||||||||
| (4) | Approved, on a non-binding advisory basis, the compensation of our named executive officers for the fiscal year ended December 31, 2020. This matter was determined based on majority of the shares cast. |
| For | Against | Abstain | ||||||||
| 11,792,121 | 139,056 | 358,148 | ||||||||
| (5) | The Company’s stockholders recommended, on an advisory basis, to hold an advisory vote on the compensation of the Company’s named executive officers every three years, by the votes set forth in the table below: |
| Every Three Years | Every Two Years | Every Year | ||||||||
| 5,555,435 | 3,316,661 | 3,414,379 | ||||||||
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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.
| Ipsidy Inc. | ||
| Date: January 4, 2022 | By: | /s/ Stuart P. Stoller |
| Name: | Stuart P. Stoller | |
| Title: | Chief Financial Officer | |
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