Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
(e) As previously disclosed in the Proxy Statement on Schedule 14A of AquaBounty Technologies, Inc. (the “Company”) filed with the SEC on March 19, 2020 (the “Proxy Statement”), on March 3, 2020, the Board of Directors of the Company unanimously approved an amendment to the Company’s 2016 Equity Incentive Plan, as previously amended (the “2016 Plan”), to increase the number of shares of common stock authorized for issuance under the 2016 Plan from 900,000 shares to 1,900,000 shares (the “Plan Amendment”). No other changes were made by the Plan Amendment, and the Plan Amendment does not modify the number of shares held by, or the rights of, existing stockholders or participants in the 2016 Plan. A more detailed description of the material terms of the 2016 Plan, as amended by the Plan Amendment, was included in the Proxy Statement. On April 28, 2020, the stockholders of the Company approved the 2016 Plan, as amended by the Plan Amendment. The foregoing and the disclosure in the Proxy Statement are not complete summaries of the terms of the 2016 Plan and the Plan Amendment and are qualified by reference to the text of the 2016 Plan; Amendment No. 1 to the 2016 Plan, which was approved by the stockholders of the Company on April 30, 2019; and the Plan Amendment, which are included as Exhibits 10.1, 10.2, and 10.3 hereto and incorporated by reference herein.
Item 5.07 Submission of Matters to a Vote of Security Holders.
On April 28, 2020, the Company held its annual meeting of stockholders. At this meeting, the Company’s stockholders (i) elected each of the persons listed below as a director for a one-year term; (ii) ratified the appointment of Wolf & Company, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020; and (iii) approved the 2016 Plan, as amended by the Plan Amendment.
Proposal 1 Election of Directors
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For
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Withheld
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Broker Non-Votes
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Richard J. Clothier
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19,728,591
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544,573
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4,711,180
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Alana D. Czypinski
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20,163,707
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109,457
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4,711,180
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Theodore J. Fisher
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20,178,134
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95,030
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4,711,180
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Richard L. Huber
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19,739,044
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534,120
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4,711,180
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Christine St.Clare
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20,188,187
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84,977
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4,711,180
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Rick Sterling
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20,180,938
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92,226
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4,711,180
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James C. Turk, Jr.
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20,184,561
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88,603
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4,711,180
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Sylvia Wulf
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20,188,735
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84,429
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4,711,180
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Proposal 2 Ratification of the Appointment of Wolf & Company, P.C. as Our Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2020
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For
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Against
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Abstain
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Broker Non-Votes
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24,857,443
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99,890
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27,011
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—
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Proposal 3 Approval of Our 2016 Equity Incentive Plan, as Further Amended, to Increase the Number of Authorized Shares of Our Common Stock, $0.001 Par Value Per Share, Issuable under the 2016 Equity Incentive Plan from 900,000 to 1,900,000
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For
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Against
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Abstain
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Broker Non-Votes
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17,994,211
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2,245,550
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33,403
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4,711,180
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