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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
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001-38116
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90-0890517
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(State
or other jurisdiction of incorporation)
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(Commission
File No.)
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(IRS
Employer Identification No.)
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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
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Trading Symbol(s)
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Name of each exchange on which registered
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Common
Stock
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YGYI
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The
Nasdaq Capital Market
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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
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Votes For
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Withheld
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Broker Non-Votes
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(1)
Stephan Wallach
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15,365,524
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2,465,224
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0
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(2)
David Briskie
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17,398,467
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432,281
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0
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(3)
Michelle Wallach
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15,364,304
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2,466,444
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0
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(4)
Richard Renton
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15,395,974
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2,434,774
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0
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(5)
William Thompson
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17,292,284
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538,464
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0
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(6)
Kevin Allodi
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17,533,340
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297,408
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0
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(7)
Paul Sallwasser
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17,533,049
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297,699
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0
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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
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Votes Against
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Abstentions
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Broker Non-Votes
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17,263,855
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559,696
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7,197
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0
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Proposal 3 — Approval of an advisory vote on executive
compensation
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For
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Against
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Abstain
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Broker Non-Votes
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15,745,947
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2,082,020
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2,781
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0
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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
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1 Year
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2 Years
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3 Years
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Abstain
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Broker Non-Votes
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1,196,624
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8,771
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16,616,465
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8,888
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0
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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.
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YOUNGEVITY INTERNATIONAL, INC.
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Date:
June 27, 2019
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By:
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/s/ David
Briskie
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David
Briskie
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President and Chief Financial Officer
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