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 15,
2018
DROPCAR, INC.
(Exact name of Registrant as specified in its charter)
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Delaware
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001-34643
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98-0204758
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(State or other jurisdiction
of incorporation)
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(Commission
File No.)
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(IRS Employer
Identification No.)
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DropCar, Inc.
1412 Broadway, Suite 2105
New York, New York 10018
(Address of principal executive offices and zip code)
Registrant’s telephone number, including area code:
(646) 342-1595
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. ☐
Item
5.07.
Submission of Matters to a Vote of Security Holders.
(a)
On November 15, 2018, DropCar, Inc. (the
“Corporation”) held its 2018 annual meeting of
stockholders (the “Annual
Meeting”). At the Annual
Meeting, 6,173,491 of the
holders of the total shares of the Corporation were present in
person or represented by proxy, which represents 69.48% of
the total outstanding shares of the Corporation entitled to vote as of the record date of
September 26, 2018.
(b)
The
following actions were taken in the Annual Meeting:
(1)
The following eight nominees were elected or
reelected to serve on the Board until the
Corporation’s 2019 annual
meeting of stockholders or until their respective successors
have been elected and qualified, or until their earlier resignation
or removal:
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Name of Director
Nominees
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Votes
For
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Votes
Withheld
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Broker
Non-Vote
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Joshua
Silverman
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2,742,623
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375,272
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3,055,596
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Spencer
Richardson
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2,715,319
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402,576
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3,055,596
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David
Newman
Sebastian
Giordano
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2,742,436
2,742,525
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375,459 375,370
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3,055,596
3,055,596
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Brian
Harrington
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2,746,991
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370,904
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3,055,596
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Zvi
Joseph
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2,742,549
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375,346
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3,055,596
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Solomon
Mayer
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2,742,554
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375,341
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3,055,596
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Greg
Schiffman
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2,742,454
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375,441
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3,055,596
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(2)
The proposal to approve a proposed
amendment to the WPCS International Incorporated Amended and
Restated 2014 Equity Incentive Plan to increase the number of
shares available for the grant of awards by 1,712,500
shares, was approved, based on the
following votes:
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Votes
For
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Votes
Against
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Votes
Abstain
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Broker
Non-Vote
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2,625,724
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411,339
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80,832
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3,055,596
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(3)
The
proposal to authorize, for purposes of complying with Nasdaq
Listing Rule 5635(d), the issuance of shares of the
Corporation’s common stock underlying Series H-4 Convertible
Preferred Stock and warrants issued by the Corporation pursuant to
the terms of that certain Securities Purchase Agreement, dated
March 8, 2018, by and among DropCar, Inc. and the investors named
therein, in an amount equal to or in excess of 20% of the
Corporation’s common stock outstanding before the issuance of
such Series H-4 Convertible Preferred Stock and warrants (including
upon the operation of anti-dilution provisions contained in such
Series H-4 Convertible Preferred Stock and warrants), was approved,
based on the following votes:
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Votes
For
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Votes
Against
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Votes
Abstain
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Broker
Non-Vote
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2,691,002
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298,998
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127,895
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3,055,596
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(4)
The proposal to
approve an amendment to the
DropCar, Inc. Amended and Restated Certificate of Incorporation, as
amended, to effect a reverse stock split of the Corporation’s
issued and outstanding shares of common stock, at a ratio of
between 2-for-1 and 25-for-1, was
approved, based on the following votes:
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Votes
For
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Votes
Against
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Votes
Abstain
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Broker
Non-Vote
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4,236,361
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1,854,100
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83,030
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0
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(5)
The selection of EisnerAmper LLP
as the Corporation’s independent
registered public accounting firm for the fiscal year ending
December 31, 2018, was ratified, based on the following
votes:
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Votes
For
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Votes
Against
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Votes
Abstain
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Broker
Non-Vote
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5,469,071
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615,754
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88,666
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0
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(6)
The
compensation of the Corporation’s named executive officers,
as disclosed in the Corporation’s proxy statement, was
approved by an advisory vote, based on the following
votes:
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Votes
For
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Votes
Against
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Votes
Abstain
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Broker
Non-Vote
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2,590,340
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449,157
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78,398
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3,055,596
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SIGNATURES
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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DROPCAR,
INC.
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Date November 15,
2018
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By:
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/s/
Spencer
Richardson
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Name
Spencer
Richardson
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Title
Chief
Executive Officer
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