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 16, 2020
MamaMancini’s Holdings, Inc.
(Exact Name of Registrant as Specified in its Charter)
| Nevada | 000-54954 | 27-067116 | ||
(State or Other Jurisdiction of Incorporation) |
(Commission File No.) |
(I.R.S. Employer Identification No.) |
| 25 Branca Road, East Rutherford, NJ | 07073 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (201) 532-1212
Securities Registered Pursuant to Section 12(g) of the Act:
| Title of Each Class | Trading Symbol | Name of Each Exchange on which registered | ||
| Common Stock, par value $0.00001 | MMMB | OTCQB |
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)) |
TABLE OF CONTENTS
| Item 5.07 | Submission of Matters to a Vote of Security Holders | |
| Item 9.01 | Financial Statements and Exhibits | |
| SIGNATURES | ||
Item 5.07 Submission of Matters to a Vote of Security Holders
MamaMancini’s Holdings, Inc. (the “Company”) held its Annual Meeting of Shareholders on June 16, 2020. There were 32,027,949 issued and outstanding shares eligible to vote as of May 20, 2016, the record date for the Annual Meeting and 17,234,880 shares were present either in person or by proxy at the meeting (which represented approximately 53.8% of the issued and outstanding shares eligible to vote). At the meeting, the following actions were taken:
(i) The Company’s shareholders elected six directors to the Company’s Board of Directors for terms expiring at the Annual Meeting in the year 2021. The directors elected, as well as the number of votes cast for and votes withheld for each individual are set forth below:
| Nominee | Votes For | % Voted For | ||||||
| Carl Wolf | 17,234,880 | 100 | % | |||||
| Matthew Brown | 17,201,546 | 99.8 | % | |||||
| Steven Burns | 17,201,546 | 99.8 | % | |||||
| Alfred D’Agostino | 17,201,546 | 99.8 | % | |||||
| Thomas Toto | 17,201,546 | 99.8 | % | |||||
| Dean Janeway | 17,201,546 | 99.8 | % | |||||
(ii) The Company’s shareholders approved a proposal to ratify the Audit Committee’s appointment of Rosenberg Rich Baker Berman and Company, Certified Public Accountants as the Company’s independent registered public accounting firm for the year ending January 31, 2021, with the following votes:
| Amount | ||||
| Votes for approval: | 17,234,880 | |||
| Votes against: | 0 | |||
| % Voted for approval | 100 | % | ||
| % Voted against approval: | 0.00 | % | ||
| Abstentions: | 0 | |||
| % Abstentions: | 0.00 | % | ||
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
None.
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
MamaMancini’s Holdings, Inc.
| By: | /s/ Carl Wolf | |
| Name: | Carl Wolf | |
| Title: | Chief Executive Officer | |
| Dated: | June 17, 2020 |