0001654954-19-007734.txt : 20190627 0001654954-19-007734.hdr.sgml : 20190627 20190627163018 ACCESSION NUMBER: 0001654954-19-007734 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190624 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20190627 DATE AS OF CHANGE: 20190627 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Youngevity International, Inc. CENTRAL INDEX KEY: 0001569329 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 900890517 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38116 FILM NUMBER: 19925621 BUSINESS ADDRESS: STREET 1: 2400 BOSWELL ROAD CITY: CHULA VISTA STATE: CA ZIP: 91914 BUSINESS PHONE: 619-934-3980 MAIL ADDRESS: STREET 1: 2400 BOSWELL ROAD CITY: CHULA VISTA STATE: CA ZIP: 91914 FORMER COMPANY: FORMER CONFORMED NAME: AL International, Inc. DATE OF NAME CHANGE: 20130211 8-K 1 ygyi8k_june242019.htm CURRENT REPORT Blueprint
 

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): June 24, 2019
 
YOUNGEVITY INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
 
001-38116
 
90-0890517
(State or other jurisdiction of incorporation)
 
(Commission File No.)
 
(IRS Employer Identification No.)
 
2400 Boswell Road, Chula Vista, CA 91914
(Address of principal executive offices) (Zip Code)
 
Registrant’s telephone number, including area code: (619) 934-3980
 
N/A
(Former name or former address, if changed since last report)
 
 
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:
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock
YGYI
The Nasdaq Capital Market
 
Indicate by check mark whether the registrant is an emerging growth company as defined in 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).
 
Emerging growth company
 
If an emerging growth company, indicate by checkmark 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 June 24, 2019, Youngevity International, Inc. (the “Company”) held its 2019 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the stockholders voted on the following four (4) proposals and votes were cast as described below. These matters are described in detail in the Company’s definitive proxy statement for the Annual Meeting (the “Definitive Proxy Statement”), which was filed with the Securities and Exchange Commission on May 31, 2019.
  
Proposal 1 — Election of Directors
 
The following seven (7) individuals were elected as directors, to serve until the Company’s 2020 Annual Meeting of Stockholders or until their successors are elected and qualified with the following votes:
 
Name of Director
 
Votes For
 
Withheld
 
Broker Non-Votes 
 
 
 
 
 
 
 
(1) Stephan Wallach 
 
15,365,524
 
2,465,224
 
0
(2) David Briskie
 
17,398,467
 
432,281
 
0
(3) Michelle Wallach
 
15,364,304
 
2,466,444
 
0
(4) Richard Renton
 
15,395,974
 
2,434,774
 
0
(5) William Thompson
 
17,292,284
 
538,464
 
0
(6) Kevin Allodi
 
17,533,340
 
297,408
 
0
(7) Paul Sallwasser
 
17,533,049
 
297,699
 
0
 
Proposal 2 — Ratification of the appointment of Mayer Hoffman McCann P.C. as the Company’s independent registered public accounting firm for the year ending December 31, 2019
 
The stockholders ratified and approved the appointment of Mayer Hoffman McCann P.C. as the Company’s independent registered public accounting firm for the year ending December 31, 2019 based on the votes listed below:
  
Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
17,263,855
 
559,696
 
7,197
 
0
 
Proposal 3 — Approval of an advisory vote on executive compensation
 
 
 
 
 
 
 
For
 
Against
 
Abstain
 
Broker Non-Votes
15,745,947
 
2,082,020
 
2,781
 
  0
 
Stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers, as disclosed in the Definitive Proxy Statement.
 
Proposal 4 — Approval of an advisory vote on the frequency for future advisory votes on executive compensation
 
 
 
 
 
 
 
 
 
1 Year
 
2 Years
 
3 Years
 
Abstain
 
Broker Non-Votes
1,196,624
 
8,771
 
16,616,465
 
8,888
 
0
 
Stockholders approved, on an advisory basis, three years as the frequency with which stockholders are provided an advisory vote on executive compensation. Based on the recommendations of the Company’s Board of Directors and its Compensation Committee to hold advisory votes on executive compensation every three years and the vote of the stockholders on this matter, the Company has decided that an advisory vote on executive compensation will be held every three years until the next advisory vote on the frequency of future stockholder advisory votes on executive compensation.
 
 
 
 
 
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, thereunto duly authorized.
 
 
YOUNGEVITY INTERNATIONAL, INC.
 
 
 
 
 
 
Date: June 27, 2019
By:
/s/ David Briskie
 
 
David Briskie
 
 
President and Chief Financial Officer