UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
Current Report
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 9, 2023, the stockholders of Stryve Foods, Inc. (the “Company”) approved the amended and restated 2021 Omnibus Incentive Plan (the “Plan”) authorizing the Company to issue up to an additional 4,300,000 shares of its Class A common stock. The Plan was filed as Appendix B to the Company’s definitive revised proxy statement filed May 2, 2023 and the terms thereof are incorporated herein by reference.
Item 5.07. Submission of Matters to a Vote of Security Holders.
At the 2023 Annual Meeting of Stockholders of the Company held on June 9, 2023 (the “Annual Meeting”), the matters voted upon and the number of votes cast for or against, as well as the number of abstentions and broker non-votes as to such matters, were as stated below. The proposals related to each matter are described in the Company’s definitive revised proxy statement for the Annual Meeting, which was filed on May 2, 2023.
Proposal 1 – Election of Directors
The Company’s stockholders elected the following nominees for director to serve three-year terms expiring at the Company’s 2026 Annual Meeting of Stockholders and until such director’s successor is duly elected or appointed and qualified or, if earlier, such director’s earlier death, resignation or removal:
| Nominee | For | Withhold | Broker Non-Votes | |||
| Mauricio Orellana | 14,863,564 | 595,896 | 8,399,929 | |||
| B. Luke Weil | 14,683,318 | 776,142 | 8,399,929 | |||
| Gregory S. Christenson | 15,123,711 | 335,749 | 8,399,929 |
Proposal 2 – Ratification of the Appointment of Independent Registered Public Accounting Firm
The Company’s stockholders ratified the appointment of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 by the following vote:
| For | Against | Abstentions | Broker Non-Votes | |||
| 23,241,490 | 45,384 | 572,515 | - |
Proposal 3 – Reverse Stock Split Proposal
The Company’s stockholders approved the proposal to authorize the Company’s board of directors, in its discretion but in no event later than July 31, 2023 (in advance of the expiration of the second 180 calendar day period the Company has been afforded by The Nasdaq Stock Market LLC to regain compliance with the $1.00 minimum bid price continued listing requirement), to amend the Company’s First Amended and Restated Certificate of Incorporation to effect a reverse stock split of the Company’s Class A and Class V common stock, at a ratio in the range of 1-for-3 to 1-for-30, such ratio to be determined by the board of directors and included in a public announcement by the following vote:
| For | Against | Abstentions | Broker Non-Votes | |||
| 21,394,435 | 2,446,987 | 17,967 | - |
Proposal 4 – Amendment to Omnibus Incentive Plan
The Company’s stockholders approved the proposal to amend and restate the Plan to increase the number of shares for issuance by 4,300,000 shares of Class A common stock by the following vote:
| For | Against | Abstentions | Broker Non-Votes | |||
| 12,867,243 | 2,458,920 | 133,297 | 8,399,929 |
Item 9.01(d) Financial Statements and Exhibits.
| Exhibit 10.1 | First Amended and Restated Omnibus Incentive Plan (incorporated by reference from Appendix B to the Company’s definitive revised proxy statement filed May 2, 2023) |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
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.
Dated: June 9, 2023
| STRYVE FOODS, INC. | ||
| By: | /s/ Christopher Boever | |
| Name: | Christopher Boever | |
| Title: | Chief Executive Officer | |