false 0001803977 0001803977 2023-12-18 2023-12-18 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

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

 

December 18, 2023

Date of Report (Date of earliest event reported)

 

Limitless X Holdings Inc.

(Exact name of Registrant as specified in its charter)

 

Delaware   000-56453   81-1034163
(State or other jurisdiction   (Commission   (I.R.S. Employer
of incorporation)   File Number)   Identification No.)

 

9454 Wilshire Blvd., #300, Beverly Hills, CA 90212

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: 855-413-7030

 

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 (see General Instruction A.2. below):

 

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
None        

 

Indicate by check mark whether the registrant is an emerging growth company as defined 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 check mark 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.

 

At the December 18, 2023 Annual Meeting of Stockholders of Limitless X Holdings Inc. (the “Company”), the stockholders elected the Company’s Board of Directors (“Board”) and voted on four Board proposals contained within the Company’s Proxy Statement, dated December 1, 2023.

 

The following Board nominees were elected to hold office until the next Annual Meeting of Stockholders or until their respective successors are elected and qualified with the following votes:

 

Nominee  For  Withhold
Jaspreet Mathur  2,664,462  33,056
Kenneth Haller  2,664,462  33,056
Bharat Raj Mathur  2,664,461  33,057
Amanda Saccomanno  2,662,795  34,723
Dov Konetz  2,662,794  34,724
Dan Fleyshman  2,662,795  34,723
Leon Anderson  2,662,795  34,723
Michael Braun  2,662,794  34,724
Hassan Iddrissu  2,662,794  34,724

 

The stockholders also voted on the following proposals and cast their votes as described below:

 

Proposal  For  Against  Abstain
To ratify the appointment of BF Borgers CPA PC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.  2,697,408  110  -

 

Proposal  For  Against  Abstain
To approve and adopt the Company’s 2023 Equity Incentive Plan.  2,662,961  32,890  1,667

 

Proposal  Every Year  Every Two Years  Every Three Years  Abstain
To approve, by non-binding “say-on-frequency” vote, how often to have or the timeline for the Company’s say-on-pay vote.  2,694,907  2,334  -  167

 

Proposal  For  Against  Abstain
To approve, by non-binding “say-on-pay” vote, the compensation of the Company’s named executive officers.  2,697,241  110  167

 

 
 

 

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.

 

  Limitless X Holdings Inc.
     
Dated: December 20, 2023 By: /s/ Jaspreet Mathur
    Jaspreet Mathur
    Chief Executive Officer