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): May 27,
2021
Super
League Gaming, Inc.
(Exact
name of registrant as specified in its charter)
DELAWARE
|
001-38819
|
47-1990734
|
(State
or other jurisdiction of incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification Number)
|
2912
Colorado Avenue, Suite 203
Santa
Monica, California 90404
|
(Address
of principal executive offices)
|
(802)
294-2754
(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:
☐
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. ☐
Securities
registered pursuant to Section 12(b) of the
Act:
Title
of each class
|
Trading
Symbol(s)
|
Name
of each exchange on which
registered
|
Common Stock, par value $0.001 per
share
|
SLGG
|
Nasdaq Capital Market
|
On May 27, 2021,
Super
League Gaming, Inc. (the “Company”) held its 2021 Annual
Meeting of Stockholders (the “Annual
Meeting”). The
matters voted upon at the Annual Meeting and the results of the
voting are set forth below.
Proposal No. 1 - Election of
the two Class I Directors
|
|
For
|
|
Withheld
|
Kristin
Patrick
|
|
7,524,800
|
|
608,762
|
David
Steigelfest
|
|
7,733,603
|
|
399,959
|
The Company’s
Directors are elected by a plurality of
the votes cast. The Company’s Directors are classified into
three classes, with staggered three-year
terms. Stockholders elected Kristin Patrick and David Steigelfest to serve as
Class I Directors on the Board of Directors until the end of their
respective terms.
Proposal
No. 2: Amendment to the 2014 Plan to Increase the Number of Shares
Authorized for Issuance.
For
|
|
Against
|
|
Abstain
|
4,524,403
|
|
3,560,999
|
|
48,159
|
The vote
required to approve this proposal was the affirmative vote of a
majority of the votes cast on the proposal. Accordingly,
stockholders approved the amendment to the Super League Gaming,
Inc. Amended and Restated 2014 Stock Option and Incentive
Planto
increase the number of shares of common stock available for
issuance under the 2014 Plan to a total of 5.0 million
shares.
Proposal
No. 3: Ratification of Appointment of
Auditors.
For
|
|
Against
|
|
Abstain
|
13,335,869
|
|
171,510
|
|
30,603
|
The vote
required to approve this proposal was the affirmative vote of a
majority of the votes cast on the proposal. Accordingly,
stockholders ratified the appointment of Squar Milner LLP. as the
Company’s independent auditors for the fiscal year ending
December 31, 2021.
Proposal
No. 4: Approval of the Issuance of 12,582,204 Shares Pursuant to
the Merger Agreement with Mobcrush Streaming,
Inc.
For
|
|
Against
|
|
Abstain
|
7,292,987
|
|
812,726
|
|
27,848
|
The vote required to approve this proposal
was the affirmative vote of a majority of the votes cast on the
proposal. Accordingly, for purposes of complying with Nasdaq
Listing Rule 5635, stockholders approved the issuance of an
aggregate of 12,582,204 shares of common stock, an amount that is in excess of
20% of our outstanding common stock,
to be issued
to
existing stockholders of Mobcrush Streaming, Inc. ("Mobcrush") in connection with the
closing of the the Agreement and Plan of Merger dated March 9,
2021 by and between the Company, Mobcrush, and the other parties
thereto.
Proposal
No. 5: Approval of the Authority to Adjourn the Meeting to Solicit
Additional Proxies.
For
|
|
Against
|
|
Abstain
|
9,901,895
|
|
3,574,068
|
|
62,016
|
The vote required to approve this proposal
was the affirmative vote of a majority of the votes cast on the
proposal. Accordingly, stockholders approved the grant of
discretionary authority for Ann Hand, the Chair of the Company's
Board, to adjourn the meeting, if necessary, to solicit additional
proxies.
For more information about
the foregoing proposals, please review the Company’s
definitive proxy statement, filed with the Securities and
Exchange Commission on April 30, 2021.
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 thereunto duly
authorized.
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Super League Gaming, Inc.
|
|
|
|
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Date: May 27,
2021
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By:
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/s/ Clayton
Haynes
|
|
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Clayton
Haynes
Chief Financial Officer
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