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 Vote of Security Holders. |
On October 1, 2024, Sachem Capital Corp. (the “Company”) held its 2024 Annual Meeting of Shareholders (the “Annual Meeting”). At the Annual Meeting, shareholders:
| · | Elected five incumbent directors to serve until the Company’s next annual meeting of shareholders or until their respective successors have been duly elected and qualified (“Election of Directors”); |
| · | Approved, on an advisory basis, the appointment of Hoberman & Lesser, LLP as the Company’s independent auditors for the 2024 fiscal year (“Advisory approval of Auditors”); |
| · | Approved the non-binding advisory resolution relating to executive compensation (“Say-on-Pay”); and |
| · | Approved, on an advisory basis, the holding of an advisory vote on executive compensation every “1 Year” (“Say-on-Frequency”). |
The specific votes were as follows:
| 1. | Election of Directors: |
| VOTES | |||||||||
| For | WITHHELD | BROKER NON-VOTE | |||||||
| John L. Villano | 13,923,290 | 1,144,533 | 15,624,964 | ||||||
| Leslie Bernhard | 13,812,369 | 1,255,454 | 15,624,964 | ||||||
| Arthur L. Goldberg | 13,721,929 | 1,345,894 | 15,624,964 | ||||||
| Brian A. Prinz | 13,210,115 | 1,857,708 | 15,624,964 | ||||||
| Jeffery C. Walraven | 13,797,123 | 1,270,700 | 15,624,964 | ||||||
| 2. | Advisory approval of Auditors: |
| VOTES | |||||||
| FOR | AGAINST | ABSTAIN | |||||
| 29,286,189 | 1,008,016 | 398,582 | |||||
| 3. | Say-on-Pay: |
| VOTES | |||||||||
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTE | ||||||
| 12,015,785 | 2,490,753 | 561,280 | 15,624,969 | ||||||
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| 4. | Say-on-Frequency: |
| VOTES (1) | |||||||||
| 1 YEAR | 2 YEARS | 3 YEARS | ABSTAIN | ||||||
| 7,617,950 | 1,070,150 | 5,540,885 | 838,826 | ||||||
| (1) | Broker Non-Vote: 15,624,976 |
In response to the voting results on the Say-on Frequency, the Company’s Board of Directors (the “Board”) determined at a meeting held on October 1, 2024, that the Company will hold a Say-on-Pay vote every year. The Company will continue to hold a Say-on-Pay vote every year until the Board decides to hold the next Say-on-Frequency vote, which shall be no later than the Company’s Annual Meeting of Shareholders in 2030.
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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.
| Sachem Capital Corp. | ||
| Dated: October 2, 2024 | By: | /s/ John L. Villano |
| John L. Villano, CPA | ||
| Chief Executive Officer | ||
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