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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material Pursuant to §240.14a-12
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BION ENVIRONMENTAL TECHNOLOGIES, INC.
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(Name of Registrant as Specified In Its Charter)
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Not Applicable
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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No fee required.
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
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(1)
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Title of each class of securities to which transaction applies:
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(2)
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Aggregate number of securities to which transaction applies:
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(3)
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
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(4)
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Proposed maximum aggregate value of transaction:
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(5)
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Total fee paid:
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Fee paid previously with preliminary materials.
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration
statement number, or the Form or Schedule and the date of its filing.
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(1)
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Amount Previously Paid:
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(2)
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Form, Schedule or Registration Statement No.:
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(3)
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Filing Party:
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(4)
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Date Filed:
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Proposals
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Abstentions
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Broker
Non-Votes
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1. |
The election of three nominees to serve as directors of the Company until the next Annual Meeting of Stockholders and until their successors are duly elected and qualified
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No Effect
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No Effect
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An advisory, non-binding resolution to approve the compensation of the Company’s named executive officers
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No Effect
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No Effect
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3. |
An advisory, non-binding resolution to approve the frequency for future stockholder advisory votes to approve executive compensation
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No Effect
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No Effect
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4. |
A proposal to adopt the amendment and restatement of the articles of incorporation
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Vote Against1
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Vote Against1
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5. |
A proposal to adopt the Bion Environmental Technologies, Inc. 2021 Equity Incentive Award Plan
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No Effect
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No Effect
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A proposal to approve and authorize our Board of Directors to effect, in its discretion, a reverse split of our issued and outstanding common stock in a ratio ranging from 1-for-1.1 to 1-for-3.0, and to
approve a related amendment to the Company’s Articles of Incorporation
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Vote Against1
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Not Applicable
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7. |
The ratification of our independent registered public accounting firm
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No Effect
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Not Applicable
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As discussed above, these proposals require the affirmative vote from a majority of our outstanding shares to pass. Accordingly, any abstentions, broker non-votes (with
respect to Proposal 4 only) or otherwise uninstructed shares will have the effect of a vote against these proposals.
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