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): November 30, 2017

 

INTERNATIONAL WESTERN PETROLEUM, INC.

(Exact Name of Registrant as Specified in Charter)

 

Nevada   000-55695   46-503476

(State or Other Jurisdiction

of Incorporation)

  (Commission
File Number)
 

(IRS Employer

Identification No.)

 

5525 N. MacArthur Boulevard, Suite 280    
Irving, Texas   75038
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (855) 809-6900

 

     
  (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 (see General Instruction A.2. below):

 

[  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

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 [  ]

 

 

 

 

 

 

Item 5.07 — Submission of Matters to a Vote of Security Holders

 

The 2017 Annual Meeting of Stockholders (the “Annual Meeting”) of International Western Petroleum, Inc. (the “Company”) was held on November 30, 2017.

 

The Company’s stockholders voted on nine proposals as follows: (i) to elect Company directors for the ensuing year (Proposal 1); (ii) to approve a proposed reverse stock split at a ratio of 1 for up to 8, which may be implemented at any time within eight months after the date of the Meeting (Proposal 2); (iii) to approve the change of the Company name to Norris Industries, Inc. (Proposal 3); (iv) to approve the creation of Blank Check Preferred Stock (Proposal 4); (v) to approve the Certificate of Designation to create a specific class of preferred stock designated the Series A Preferred Stock (Proposal 5); (vi) to approve 2017 Incentive Plan (Proposal 6); (vii) to approve the increase of the number of authorized shares of the Company after the implementation of the reverse stock split to 150,000,000 shares (Proposal 7); (viii) to obtain an advisory vote on executive compensation (Proposal 8); and (ix) to obtain an advisory vote on the frequency with which the stockholders shall have the advisory say-on-pay vote on executive compensation (Proposal 9).

 

All nominees for election to the Board as Directors were elected to serve until the 2018 Annual Meeting of Stockholders and until their respective successors are elected and qualified, or until such director’s earlier death, resignation or removal. The stockholders also approved Proposals 2 through 8, and the stockholders approved a three year frequency for the advisory vote on executive compensation. The number of votes cast for, against or withheld and the number of abstentions and broker non-votes with respect to each Proposal is set forth below.

 

Proposal 1  Shares For   Shares Withheld   Broker Non-Votes 
Patrick Norris   68,612,856    0    0 
Ross Ramsey   68,507,395    105,461    0 

 

   Shares For   Shares Against   Shares Abstaining 
Proposal 2   70,350,922    76,482    0 
Proposal 3   68,598,606    0    14,250 
Proposal 4   67,721,946    72,577    818,333 
Proposal 5   67,815,279    72,577    725,000 
Proposal 6   67,772,146    8,127    832,583 
Proposal 7   69,526,860    799,271    101,333 
Proposal 8   67,711,237    61,035    840,584 

 

   One Year   Two Years   Three Years   Abstentions/Broker Non-Votes 
Proposal 9   4,862,399    1,000    63,655,967    93,490 

 

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  INTERNATIONAL WESTERN PETROLEUM, INC.
     
Date: December 4, 2017 By: /s/ Patrick Norris
    Patrick Norris,
    Chief Executive Officer