Smith Micro Software Inc.
12/11/2024 | Press release | Distributed by Public on 12/11/2024 15:02
Proxy Results Form 8 K
Item 5.07Submission of Maters to a Vote of Security Holders.
(a) On December 10, 2024, Smith Micro Software, Inc. (the "Company") held a special meeting of stockholders (the "Special Meeting"). The Special Meeting was reconvened on December 10, 2024 following its adjournment on its originally scheduled date of November 12, 2024. Of the 15,179,115 shares of the Company's common stock outstanding and entitled to vote at the Special Meeting, 8,082,863 shares (or 53.25%), constituting a quorum, were represented in person (online) or by proxy at the Special Meeting.
(b) Two proposals were submitted by the Company's Board of Directors to a vote of Company stockholders, and the final results of the voting on each proposal are noted below.
The Company's stockholders approved, for purposes of Nasdaq listing rule 5635(b), the issuance by the Company of that number of shares of Company common stock, par value $0.001 per share (the "Common Stock") that would cause William W. Smith, Jr. to beneficially own twenty percent (20%) or more of the Common Stock or voting power of the Company, through the exercise of those certain warrants to purchase up to 2,575,107 shares of Common Stock (the "Common Warrants"), which were acquired by a trust for which William W. Smith, Jr., our Chairman, President, and Chief Executive Officer, serves as co-trustee (the "Nasdaq Proposal"), and shareholders approved the adjournment of the Special Meeting, if necessary, to solicit additional proxies if there are insufficient votes at the time of the Special Meeting to approve the Nasdaq Proposal (the "Adjournment Proposal").
The final results of the voting on each proposal are set forth below.
Proposal No. 1 - Approval of the Nasdaq Proposal. The votes on this proposal were as follows:
|
For
|
Against
|
Abstain
|
Broker Non-Votes
|
|
7,492,839
|
535,469
|
54,555
|
0
|
Proposal No. 2 - Approval of the Adjournment Proposal. The votes on this proposal were as follows:
|
For
|
Against
|
Abstain
|
Broker Non-Votes
|
|
7,470,578
|
552,222
|
60,063
|
0
|