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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (date of earliest event reported): August 23, 2024

 

(Exact name of registrant as specified in its charter)

 

 

 

(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:

 

 

 

 

 

Securities registered pursuant to Section 12(b) of the Act:

 

 

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. ☐

 

 

 

On August 23, 3034, the Board of Directors of Creative Realities, Inc. (the “Company”) approved an amendment to the Company’s 2023 Stock Incentive Plan (the “Plan”) that increased the reserve of shares authorized for issuance thereunder from 1,500,000 to 2,500,000 shares of Company common stock. The Plan will be submitted to the Company’s shareholders for approval at the Company’s 2024 Annual Meeting of Shareholders to be held on October 18, 2024 (including any adjournments thereof, the “Annual Meeting”).

 

 

The Company plans to file with the SEC a Proxy Statement in connection with the Annual Meeting. The Proxy Statement will contain important information about the Company, the Plan and other matters to be considered by shareholders at the Annual Meeting. Investors and security holders are urged to read the Proxy Statement carefully when it is available before making any voting or investment decision with respect to the Plan and other matters to be considered by shareholders at the Annual Meeting.

 

Investors and security holders will be able to obtain free copies of the Proxy Statement and other documents filed by the Company with the SEC through the website maintained by the SEC at www.sec.gov. In addition, security holders will be able to obtain free copies of the Proxy Statement from the Company by calling 1-866-641-4276 or by sending an email to investorvote@computershare.com with “Proxy Materials Creative Realities, Inc.” in the subject line. Include your full name and address and state that you want a paper copy of the meeting materials. To facilitate timely delivery, requests for a paper copy of proxy materials must be received by October 8, 2024.

 

 

The Company and its directors and executive officers may be deemed to be participants in the proxy solicitation with respect to the proposed Plan and other matters to be considered by shareholders at the Annual Meeting. Information regarding the Company’s directors and executive officers and their ownership of Company common stock is contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, which was filed with the SEC on March 21, 2024 as amended on April 26, 2024, and is supplemented by other public filings made, and to be made, with the SEC. The Company’s directors and executive officers beneficially own approximately 14.7% of the Company’s common stock. A more complete description will be available in the Proxy Statement filed in connection with the Annual Meeting. Investors and security holders may obtain additional information regarding the direct and indirect interests of the Company and its directors and executive officers with respect to the Plan by reading the Proxy Statement and other filings referred to above.

 

 

 

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: August 27, 2024