UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07 Submission to a Vote of Security Holders.
On August 16, 2022, Creative Realities, Inc. (the “Company”) held an annual meeting of shareholders (the “Annual Meeting”) in Louisville, Kentucky. As of June 17, 2022, the record date for the Annual Meeting, 21,729,021 shares of Common Stock of the Company (“Common Stock”) were issued and outstanding. Each share of Common Stock entitled its holder to cast one vote. The items voted on at the Annual Meeting and the results of such voting are set forth below:
(1) The Company’s shareholders reelected its five directors to serve on the Board of Directors of the Company. The shareholders present in person or by proxy cast the following numbers of votes in connection with the election of directors, resulting in the reelection of all five nominees:
| Nominee | Votes For | Votes Withheld | Broker Non-Votes | |||||||||
| Dennis McGill | 8,210,060 | 379,034 | 3,816,839 | |||||||||
| David Bell | 8,499,873 | 89,221 | 3,816,839 | |||||||||
| Donald A. Harris | 8,500,196 | 88,898 | 3,816,839 | |||||||||
| Richard Mills | 8,237,223 | 351,871 | 3,816,839 | |||||||||
| Stephen Nesbit | 8,343,957 | 245,137 | 3,816,839 | |||||||||
(2) The Company’s shareholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022. There were 12,441,386 votes cast for the proposal and 7,324 votes cast against the proposal. 65,185 votes abstained, and there were no broker non-votes.
(3) Pursuant to an advisory “say-on-pay” vote, the shareholders approved the compensation of the Company’s executive officers as described in the Company’s proxy statement. There were 8,104,160 votes cast for the proposal and 451,039 votes cast against the proposal. 33,895 votes abstained, and there were 3,816,839 broker non-votes.
(4) Pursuant to an advisory vote regarding the frequency of future “say-on-pay” votes, the shareholders approved conducting “say-on-pay” votes every 3 years. There were 1,798,514 votes cast for conducting “say-on-pay” votes every year; 1,002,162 votes cast for conducting “say-on-pay” votes every two years; and 5,705,328 votes cast for conducting “say-on-pay” votes every three years. 83,090 votes abstained, and there were 3,816,839 broker non-votes.
No other items were presented for shareholder approval at the Annual Meeting.
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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.
| Creative Realities, Inc. | ||
| (Registrant) | ||
| Date: August 22, 2022 | By: | /s/ Will Logan |
| Will
Logan | ||
| Chief Financial Officer | ||
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