UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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CURRENT REPORT
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On December 18, 2023, The Singing Machine Company, Inc. (the “Company”) held its Annual Meeting of Stockholders. A total of 3,611,925 shares of common stock representing 56.27% of the aggregate shares outstanding and eligible to vote and constituting a quorum were represented in person or by valid proxies at the annual meeting.
All ten director nominees were each elected as directors of the Company to serve until the Company’s 2024 annual meeting of stockholders.
The stockholders voted in favor of the non-binding advisory proposal of the compensation disclosed in the Proxy Statement of the Company’s executive officers who are named in the Proxy Statement’s Summary Compensation Table.
The stockholders voted in favor of “3 Years” for the non-binding advisory proposal for the frequency of the advisory vote on executive compensation.
The stockholders ratified the appointment of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
The final voting results on these matters were as follows:
1. Election of Directors:
| Name | Votes For | Votes Withhold | Broker Non-Vote | |||
| (1) Milton C. Ault III | 557,422 | 2,706,510 | 347,993 | |||
| (2) Gary Atkinson | 3,262,434 | 1,498 | 347,993 | |||
| (3) Bernardo Melo | 3,261,439 | 2,493 | 347,993 | |||
| (4) Henry C.W. Nisser | 564,322 | 2,699,610 | 347,993 | |||
| (5) Kenneth S. Cragun | 719,487 | 2,544,445 | 347,993 | |||
| (6) James M. Turner | 728,669 | 2,535,263 | 347,993 | |||
| (7) Harvey Judkowitz | 3,261,601 | 2,331 | 347,993 | |||
| (8) Joseph Kling | 3,239,901 | 24,031 | 347,993 | |||
| (9) Mathieu Peloquin | 3,262,439 | 1493 | 347,993 | |||
| (10) Jay B. Foreman | 3,193,313 | 70,619 | 347,993 |
2. Non-Binding Advisory Vote regarding the approval of the Executive Compensation set forth in the Company’s Proxy Statement Summary Compensation Table:
| Votes For | Votes Against | Votes Abstained | Broker Non-Votes | |||
| 2,113,514 | 12,926 | 1,137,492 | 347,993 |
3. Non-Binding Advisory Vote of Frequency of Advisory Vote on Executive Compensation.
| 3 Years | 2 Years | 1 Year | Votes Abstained | Broker Non-Votes | ||||
| 1,775,618 | 1,109,345 | 367,558 | 11,411 | 347,993 |
4. Ratification of appointment of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023:
| Votes For | Votes Against | Votes Abstained | ||||||||
| 3,584,133 | 27,566 | 226 | ||||||||
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.
Date: December 19, 2023
| THE SINGING MACHINE COMPANY, INC. | ||
| By: | /s/ Gary Atkinson | |
| Gary Atkinson | ||
| Chief Executive Officer | ||