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
Date of Report (Date of earliest event reported): |
(Exact name of Registrant as Specified in Its Charter)
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(Former Name or Former Address, if Changed Since Last Report)
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:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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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).
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.
On March 15, 2022, the Company held the Annual Meeting of stockholders (the “Annual Meeting”). At the close of business on January 20, 2022, the record date for the Annual Meeting (the “Record Date”), 41,453,840 shares of the Company’s common stock, par value $0.001 per share (“Common Stock”), were issued and outstanding, and 1,750,000 shares of the Company’s Series A Preferred Stock, par value $0.001 per share (“Preferred Stock”), were issued and outstanding. The holders of Preferred Stock vote together with holders of Common Stock as a single class on each proposal voted on, except to the extent that voting as a separate class or series is required by law. As such, as of the Record Date, the holders of Common Stock were entitled to a total of 41,453,840 votes, and the holders of Preferred Stock were entitled to a total of 78,750,000 votes, representing in the aggregate 120,203,840 votes. At the Annual Meeting, stockholders entitled to a total of 99,679,114 votes, or approximately 82.92% of the 120,203,840 votes were present or represented by proxy. The final voting results on the proposals presented for stockholder approval at the Annual Meeting were as follows:
Proposal No. 1: To elect five directors to hold office until the next annual meeting of stockholders of the Company or until their successors are duly elected and qualified, subject to prior death, resignation, or removal.
The votes were cast for this matter as follows:
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Votes |
Broker Non-Votes |
Nominees |
Votes For |
Withheld |
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Zachary Bradford |
87,313,844 |
465,677 |
11,899,593 |
Matthew Schultz |
86,506,605 |
1,272,916 |
11,899,593 |
Larry McNeill |
83,486,466 |
4,293,055 |
11,899,593 |
Dr. Thomas Wood |
84,095,742 |
3,683,779 |
11,899,593 |
Roger Beynon |
83,811,455 |
3,968,066 |
11,899,593 |
Proposal No. 2: To ratify the appointment of MaloneBailey, LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2022.
The votes were cast for this matter as follows:
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Votes |
Abstentions |
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Votes For |
Against |
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98,833,839 |
504,613 |
340,662 |
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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.
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CleanSpark, Inc. |
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Date: |
March 17, 2022 |
By: |
/s/ Zachary Bradford |
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Zachary Bradford, Chief Executive Officer |
Document And Entity Information |
Mar. 15, 2022 |
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| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Mar. 15, 2022 |
| Entity Registrant Name | CLEANSPARK, INC. |
| Entity Central Index Key | 0000827876 |
| Entity Emerging Growth Company | false |
| Entity File Number | 001-39187 |
| Entity Incorporation, State or Country Code | NV |
| Entity Tax Identification Number | 87-0449945 |
| Entity Address, Address Line One | 2370 Corporate Circle, Suite 160 |
| Entity Address, City or Town | Henderson |
| Entity Address, State or Province | NV |
| Entity Address, Postal Zip Code | 89074 |
| City Area Code | (702) |
| Local Phone Number | 941-8047 |
| Entity Information, Former Legal or Registered Name | N/A |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Common Stock, par value $0.001 per share |
| Trading Symbol | CLSK |
| Security Exchange Name | NASDAQ |