UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 29, 2021
SRAX, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-37916 | 45-2925231 | ||
(State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 2629 Townsgate Road #215, Westlake Village, CA | 91361 | |
| (Address of principal executive offices) | (Zip Code) |
| Registrant’s telephone number, including area code: | (323) 694-9800 |
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 (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)) |
| Title of Class | Trading Symbol | Name of Each Exchange on Which Registered | ||
| Class A Common stock | SRAX | NASDAQ Capital Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 checkmark 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.
On June 29, 2021, SRAX, Inc. (“Company”) held its 2021 Annual Meeting (“Annual Meeting”) at 11:00 a.m. Pacific Time. The meeting was held virtually. Only stockholders of record as of the close of business on May 3, 2021 (“Record Date”) were entitled to vote at the Annual Meeting. As of the Record Date, 23,185,765 shares of the Company’s Class A common stock were issued, outstanding and entitled to vote, of which 13,391,115 shares were represented in person or by proxy, and which constituted a quorum. The final results of the stockholder vote on each proposal brought before the meeting were as follows:
(a) Proposal 1. The following individuals were elected to serve as directors for a one-year term expiring at the 2022 Annual Meeting, or until their successor is qualified and appointed, based upon the following votes:
| Broker | ||||||||||||
| Nominee | Votes For | Votes Withheld | Non-Votes | |||||||||
| Christopher Miglino | 2,628,010 | 52,496 | — | |||||||||
| Marc Savas | 2,143,922 | 536,584 | — | |||||||||
| Robert Jordan | 2,178,455 | 502,051 | — | |||||||||
| Colleen DiClaudio | 2,201,794 | 478,712 | — | |||||||||
| Christopher Lahiji | 2,624,383 | 56,123 | — | |||||||||
| Brock Pierce | 2,623,671 | 56,835 | — | |||||||||
(b) Proposal 2. The ratification of RBSM LLP, as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021 was ratified based upon the following votes:
| Broker | |||||||||||||
| Votes For | Votes Against | Abstentions | Non-Votes | ||||||||||
| 13,287,044 | 86,951 | 17,120 | — | ||||||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: June 29, 2021 | SRAX, Inc. | |
| /s/ Christopher Miglino | ||
| By: | Christopher Miglino | |
| Chief Executive Officer | ||