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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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).
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On September 17, 2024, Strong Global Entertainment, Inc. (the “Company”) held a Meeting of the Stockholders (the “Stockholder Meeting”). At the Stockholder Meeting, the Company’s stockholders elected five directors nominated for election and voted on three proposals set forth below. A more detailed description of each proposal is set forth in the Company’s Proxy Statement filed with the Securities Exchange Commission on August 13, 2024.
Proposal No. 1: Approve the Arrangement Agreement and Plan of Arrangement and the related transactions, thereby approving the Business Combination (the “Arrangement and Plan of Arrangement Proposal”).
The stockholders approved the Arrangement and Plan of Arrangement Proposal by the following votes:
| Votes For | Votes Against | Abstained | Broker Non-Votes | |||||||||||||
| The Arrangement and Plan of Arrangement Proposal | 6,569,047 | 17,047 | 2,001 | 492,121 | ||||||||||||
Proposal No. 3: Fix the number of directors at five (the “Directors Proposal”).
The stockholders approved the Directors Proposal by the following votes:
| Votes For | Votes Against | Abstained | ||||||||||
| The Directors Proposal | 7,077,148 | 3,067 | 1 | |||||||||
Proposal No. 4: Election of Directors:
The stockholders elected five directors by the following votes:
| Director Nominee | Votes For | Votes Withheld | Broker Non-Votes | |||||||||
| Mark Roberson | 6,584,412 | 3,683 | 492,121 | |||||||||
| D. Kyle Cerminara | 6,583,919 | 4,176 | 492,121 | |||||||||
| Richard E. Govignon, Jr. | 6,584,362 | 3,733 | 492,121 | |||||||||
| Marsha G. King | 6,583,913 | 4,182 | 492,121 | |||||||||
| John W. Struble | 6,583,912 | 4,183 | 492,121 | |||||||||
Proposal No. 5 Ratify the appointment of Haskell & White LLP (the “SGE Auditor”) as auditor for the ensuing year and to authorize the directors of SGE to fix their renumeration (the “Haskell & White Auditor Approval Proposal”).
The stockholders approved the Haskell & White Auditor Approval Proposal by the following votes:
| Votes For | Votes Against | Abstained | ||||||||||
| The Haskell & White Auditor Approval Proposal | 7,058,125 | 12,453 | 9,638 | |||||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| STRONG GLOBAL ENTERTAINMENT, INC. | ||
| Date: September 19, 2024 | By: | /s/ Todd R. Major |
| Todd R. Major | ||
| Chief Financial Officer | ||