Current Report Filing (8-k)
September 17 2019 - 05:21PM
Edgar (US Regulatory)
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): September 17, 2019
BARFRESH
FOOD GROUP INC.
(Exact
name of registrant as specified in its charter)
Delaware
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000-55131
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27-1994406
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(State or other jurisdiction
of
incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification No.)
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3600
Wilshire Boulevard Suite 1720, Los Angeles, CA 90010
Address
of principal executive offices)
Registrant’s
telephone number, including area code: 310-598-7113
N/A
(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:
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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BARFRESH
FOOD GROUP INC.
Item 5.07. Submission of Matters to a Vote of Security Holders.
On
September 11, 2019, Barfresh Food Group, Inc., a Delaware corporation (the “Company”), held its 2019Annual Meeting
of Stockholders (the “Annual Meeting”).
A
total of 108,769,619 shares of the Company’s common stock were present or represented by proxy at the Annual Meeting to
consider and vote on the matters listed below. This represented approximately 83.61% of the Company’s shares
of common stock that were outstanding and entitled to vote at the Annual Meeting. The proposals set forth below, each of
which is described in more detail in the Company’s 2019 definitive proxy statement filed with the SEC on August 7,
2019, were submitted to a vote of the stockholders and approved at the Annual Meeting.
Proposal
1 – To elect Riccardo Delle Coste, Steven Lang, Arnold Tinter, Joseph M. Cugine, Alexander H. Ware and Isabelle Ortiz-Cochet
to serve a one-year term until their respective successors are duly elected and qualified or until their death, resignation, removal
or disqualification.
The
Company’s stockholders elected the following six directors, based on the following final voting results:
Name
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FOR
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WITHHOLD
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BROKER
NON- VOTE
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Riccardo
Delle Coste
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90,680,444
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3,528,724
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14,560,451
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Steven Lang
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76,766,704
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17,442,464
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14,560,451
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Arnold Tinter
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90,757,419
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3,451,749
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14,560,451
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Joseph M. Cugine
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91,108,201
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3,100,967
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14,560,451
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Alexander H.
Ware
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76,764,804
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17,444,364
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14,560,451
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Isabelle Ortiz-Cochet
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91,210,520
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2,998,648
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14,560,451
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Proposal
2 – To ratify the appointment of Eide Bailly LLP as our independent registered public accounting firm for the fiscal year
ending December 31, 2019
The
Company’s stockholders ratified the appointment of Eide Bailly LLP as the Company’s independent registered public
accounting firm for the fiscal year ending December 31, 2019, based on the following final voting results:
FOR
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AGAINST
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ABSTAIN
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108,439,713
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154,089
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175,817
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Proposal 3 – Advisory Vote on
Executive Compensation
The Company’s stockholders ratified executive compensation on an advisory basis.
FOR
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AGAINST
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ABSTAIN
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BROKER NON-VOTE
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92,630,189
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1,523,696
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55,283
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14,560,451
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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 duly authorized.
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Barfresh
Food Group Inc.,
a Delaware corporation (Registrant)
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Date:
September 17, 2019
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/s/
Joseph Tesoriero
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By:
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Joseph
Tesoriero
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Its:
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Chief
Financial Officer
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