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CURRENT REPORT
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Item 5.07 Submission of Matters to a Vote of Security Holders
On December 6, 2022, DSS, Inc. (the “Company”) held its 2022 annual meeting of stockholders (the “Meeting”). A total of 107,481,183 shares of common stock of the Company, representing 77.31% of the aggregate shares outstanding and eligible to vote on October 17, 2022, the record date for the Meeting, and constituting a quorum, were represented in person or by valid proxies at the Meeting.
The stockholders approved the election of Ambrose Chan Heng Fai; John “JT” Thatch; José Escudero; Sassuan Samson Lee; Wai Leung William Wu; Tung Moe Chan; Hiu Pan Joanne Wong; Shui Yeung Frankie Wong; Frank D. Heuszel to serve as directors of the Company until the next annual meeting of the shareholders.
The stockholders ratified the appointment of Grassi & Co. Certified Public Accountants, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022.
The stockholders approved, on an advisory basis, the compensation of the named executive officers.
The final voting results on these matters were as follows:
1. Approval of the election of Ambrose Chan Heng Fai; John “JT” Thatch; José Escudero; Sassuan Samson Lee; Wai Leung William Wu; Tung Moe Chan; Hiu Pan Joanne Wong; Shui Yeung Frankie Wong; and Frank D. Heuszel to serve as directors of the Company until the next annual meeting of the shareholders:
| Nominee | FOR | WITHHELD | BROKER NON-VOTES | |||
| Ambrose Chan Heng Fai | 84,317,377 | 4,704,229 | 18,459,577 | |||
| John “JT” Thatch | 84,263,643 | 4,757,963 | 18,459,577 | |||
| José Escudero | 86,723,208 | 2,298,398 | 18,459,577 | |||
| Sassuan Samson Lee | 87,322,273 | 1,699,333 | 18,459,577 | |||
| Wai Leung William Wu | 86,124,467 | 2,897,139 | 18,459,577 | |||
| Tung Moe Chan | 84,336,508 | 4,685,098 | 18,459,577 | |||
| Hiu Pan Joanne Wong | 87,295,395 | 1,726,211 | 18,459,577 | |||
| Shui Yeung Frankie Wong | 87,217,176 | 1,804,430 | 18,459,577 | |||
| Frank D. Heuszel | 84,480,860 | 4,540,746 | 18,459,577 |
2. Ratification of the appointment of Grassi & Co. Certified Public Accountants, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022:
| FOR | AGAINST | ABSTAIN | ||
| 103,662,477 | 3,613,586 | 205,120 |
3. Approval on an advisory basis of, the compensation of the named executive officers:
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | |||
| 86,109,171 | 2,805,104 | 107,331 | 18,459,577 |
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.
| DSS, INC. | ||
| December 9, 2022 | By: | /s/ Frank D. Heuszel |
| Name: | Frank D. Heuszel | |
| Title: | Chief Executive Officer | |