GSE Systems Inc.

02/07/2024 | Press release | Distributed by Public on 02/07/2024 20:18

Submission of Matters to a Vote of Security Holders Form 8 K

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

On July 1, 2024, GSE Systems, Inc., a Delaware corporation (the "Company") held it's annual meeting of stockholders (the "Meeting"). Present at the Meeting in person or by proxy were holders of 1,912,577 shares of common stock of the Company, representing 55.86% of the voting power of the common stock of the Company issued and outstanding and entitled to vote as of the close of business on May 29, 2024, the record date for the Meeting, and constituting a quorum for the transaction of business.

At the Meeting, the following matters were voted upon and the following reflects the final voting results:

Proposal
For
Against
Withheld
Broker Non-Votes
1)Election of Director for a 3-year term expiring 2027
(a) Ravi Khanna
1,323,564
--
40,200
548,813
For
Against
Abstain
Broker Non-Votes
2)Non-binding resolution to approve Company's named executive compensation
1,187,836
158,527
17,401
548,813
3)Ratify the appointment of FORVIS, LLP, as the Company's independent registered public accounting firm for the year ending December 31, 2024
1,869,500
42,080
997
--
4)Approval of the Company's 1995 Long-Term Incentive Plan
1,177,682
175,671
10,411
548,813
5)Approval of issuance of certain shares of common stock to former CEO
1,249,687
90,745
23,332
548,813
6)Approval of a resolution authorizing the issuance of Company common stock in an amount exceeding 20% of the outstanding shares of the Company's common stock to Lind Global Fund II, LP
1,015,547
119,412
228,805
548,813