Report of Foreign Issuer (6-k)
December 22 2016 - 5:26PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Form
6-K
REPORT
OF FOREIGN PRIVATE ISSUER
PURSUANT
TO RULE 13a-16 OR 15d-16 UNDER
THE
SECURITIES EXCHANGE ACT OF 1934
For
the month of December 2016
Commission
File Number: 000-51672
FREESEAS
INC.
(Name
of Registrant)
10,
Eleftheriou Venizelou Street (Panepistimiou Ave.), 106 71, Athens, Greece
(Address
of principal executive office)
Indicate
by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☐
Form 40-F ☐
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
On
December 22, 2016, FreeSeas Inc. (the “Company”) held its annual meeting of shareholders (the “
Annual
Meeting
”), at which the Company’s shareholders approved four proposals. The proposals are described in
detail in its proxy statement filed as an exhibit to a Report of Foreign Private Issuer on Form 6-K filed on November 23,
2016.
Proposal
1
The
Company’s shareholders elected one individual to the Board of Directors as set forth below:
Name
|
|
Votes
For
|
|
|
Votes
Withheld
|
|
|
Broker
Non-Votes
|
|
Dimitris Papadopoulos
|
|
|
30,930,513
|
|
|
|
5,287,421
|
|
|
|
91,082,660
|
|
Proposal
2
The
Company’s shareholders ratified the appointment of RBSM LLP as the Company’s independent registered public accounting
firm for the fiscal year ending December 31, 2016, as set forth below:
Votes
For
|
|
|
Votes
Against
|
|
|
Abstentions
|
|
|
104,351,926
|
|
|
|
17,316,986
|
|
|
|
5,631,679
|
|
Proposal
3
The
Company’s shareholders granted discretionary authority to the Company’s board of directors to (A) amend the Amended
and Restated Articles of Incorporation of the Company to effect one or more consolidations of the issued and outstanding shares
of common stock, pursuant to which the shares of common stock would be combined and reclassified into one share of common stock
at a ratio within the range from 1-for-2 up to 1-for-10,000 (the “Reverse Stock Split”) and (B) determine whether
to arrange for the disposition of fractional interests by shareholder entitled thereto, to pay in cash the fair value of fractions
of a share of common stock as of the time when those entitled to receive such fractions are determined, or to entitle shareholder
to receive from the Company’s transfer agent, in lieu of any fractional share, the number of shares of common stock rounded
up to the next whole number, provided that, (X) that the Company shall not effect Reverse Stock Splits that, in the aggregate,
exceeds 1-for-10,000, and (Y) any Reverse Stock Split is completed no later than the first anniversary of the date of the Annual
Meeting, as set forth below:
Votes
For
|
|
|
Votes
Against
|
|
|
Abstentions
|
|
|
85,557,389
|
|
|
|
33,058,531
|
|
|
|
3,825,367
|
|
Proposal
4
The
Company’s shareholders approved an amendment to the Amended and Restated Articles of Incorporation of the Company to increase
the Company’s authorized shares of common stock from 750,000,000 to 10,000,000,000, as set forth below:
Votes
For
|
|
|
Votes
Against
|
|
|
Abstentions
|
|
|
76,759,951
|
|
|
|
40,105,671
|
|
|
|
5,575,666
|
|
The
following exhibit is filed herewith:
Exhibit
Number
|
|
Description
|
|
|
|
99.1
|
|
Press
Release, dated December 22, 2016, issued by the Company
|
SIGNATURE
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.
|
FREESEAS
INC.
|
|
|
|
Date: December
22, 2016
|
By:
|
/s/
DIMITRIS PAPADOPOULOS
|
|
|
Dimitris
Papadopoulos
|
|
|
Chief
Financial Officer
|
3