UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported): June 26, 2023
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction
of incorporation) |
(Commission File Number)
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(IRS Employer
Identification No.)
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(Address of principal executive offices)
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(Zip Code)
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(502 ) 791-8800
(Registrant’s telephone number, including area code)
Not applicable
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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. ☐
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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The
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The
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Item 5.07 Submission to a Vote of Security Holders.
On June 26, 2023, Creative Realities, Inc. (the “Company”) held an annual meeting of shareholders (the “Annual Meeting”) in Louisville, Kentucky. As of April 27, 2023, the record date for the Annual Meeting, 7,409,027 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:
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Nominee
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Votes For
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Votes Withheld
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Broker
Non-Votes |
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Dennis McGill
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2,183,771
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350,931
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1,483,508
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David Bell
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1,051,510
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1,483,192
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1,483,508
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Donald A. Harris
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1,046,495
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1,488,207
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1,483,508
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Richard Mills
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968,529
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1,566,173
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1,483,508
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Stephen Nesbit
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917,697
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1,617,005
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1,483,508
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(2) The Company’s shareholders did not approve the Company's 2023 Stock Incentive Plan. There were 769,071 votes cast for the proposal and 1,725,871 votes cast against the proposal. 68,540 votes abstained, and there were 1,483,508 broker non-votes.
(3) 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, 2023. There were 2,589,571 votes cast for the proposal and 1,446,268 votes cast against the proposal. 11,151 votes abstained, and there were no broker non-votes.
No other items were presented for shareholder approval at the Annual Meeting.
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.
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Creative Realities, Inc.
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(Registrant)
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Date: June 27, 2023
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By:
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/s/ Will Logan
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Will Logan
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Chief Financial Officer
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