UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On December 10, 2024, EON Resources, Inc. (the “Company”), held its annual meeting of stockholders for its fiscal year ended December 31, 2024 (the “Annual Meeting”). As of November 7, 2024, the record date for the Annual Meeting, there were 9,204,972 shares of Class A Common Stock, par value $0.0001 per share (“Class A Common Stock”), outstanding, which shares were entitled to an aggregate of 9,204,972 votes at the Annual Meeting and 500,000 shares of Class B Common Stock, par value $0.0001 per share (“Class B Common Stock,” and together with the Class A Common Stock, “Common Stock”), outstanding, which shares were entitled to an aggregate of 500,000 votes at the Annual Meeting, for an aggregate total of 9,704,972 votes. Holders of 4,030,673 shares of the Company’s Common Stock were present in person or by proxy at the Annual Meeting, representing 41.53% of the total outstanding shares of Common Stock, constituting a quorum pursuant to the Company’s bylaws. At the Annual Meeting, three proposals were submitted to the Company’s stockholders. A brief summary of the matters voted upon by stockholders at the Annual Meeting is set forth below, and the proposals are described in more detail in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on November 13, 2024. The voting results reported below are final.
Proposal No. 1
The Company’s stockholders elected Dante Caravaggio and Joseph Salvucci, Jr. as Class I Directors to the Company’s Board of Directors, to hold office until the 2026 annual meeting of stockholders or until such director’s respective successors are elected or appointed and qualified or until any such director’s earlier resignation or removal, based upon the following votes:
| NOMINEE | VOTES FOR | VOTES WITHHELD | BROKER NON-VOTES | |||
| Dante Caravaggio | 3,831,353 | 11,693 | 187,627 | |||
| Joseph Salvucci, Jr. | 3,830,184 | 12,862 | 187,627 |
Proposal No. 2
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, 2024, based upon the following votes:
| VOTES FOR | VOTES AGAINST | VOTES ABSTAINED | BROKER NON-VOTES | |||
| 3,962,533 | 2,070 | 66,070 | - |
Proposal No. 3
The Company’s stockholders approved the issuance of shares of the Company’s Class A Common Stock to White Lion Capital, LLC pursuant to the Common Stock Purchase Agreement, as amended (the “Purchase Agreement”) dated October 17, 2022, in excess of the Exchange Cap (as defined in the Purchase Agreement) in accordance with Rule 713(a) of the NYSE American Company Guide.
| VOTES FOR | VOTES AGAINST | VOTES ABSTAINED | BROKER NON-VOTES | |||
| 3,728,783 | 104,600 | 9,663 | 187,627 |
Proposal No. 4
The proposal to approve an adjournment of the Annual Meeting, if necessary or advisable, to solicit additional proxies if there were not sufficient votes in favor of the foregoing proposals was withdrawn because the Company’s stockholders approved and adopted each of the foregoing proposals, as noted above.
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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.
| December 10, 2024 | EON Resources Inc. | |
| By: | /s/ Mitchell B. Trotter | |
| Name: | Mitchell B. Trotter | |
| Title: | Chief Financial Officer | |
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