Current Report Filing (8-k)
June 16 2021 - 5:20PM
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): June 11, 2021
TOUGHBUILT
INDUSTRIES, INC.
(Exact
name of registrant as specified in its charter)
Nevada
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001-38739
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46-0820877
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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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25371
Commercentre Drive, Suite 200
Lake
Forest, CA
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|
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92630
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (949) 528-3100
None
(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 (see General Instruction A.2 below):
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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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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[ ]
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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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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
[X]
Emerging growth company
[ ] If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to section 13(a) of the Exchange Act.
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class:
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Trading
Symbol(s)
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Name
of each exchange on which registered:
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Common
Stock
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TBLT
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NASDAQ
CAPITAL MARKET
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Series
A Warrants
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TBLTW
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NASDAQ
CAPITAL MARKET
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Item
5.07 Submission of Matters to a Vote of Security Holders.
On
June 11, 2021, ToughBuilt Industries, Inc., a Nevada corporation (the “Company”), held its virtual 2021 Annual Stockholders’
Meeting (the “Meeting”).
As
of the close of business on April 30, 2021, the record date for the determination of stockholders entitled to vote at the Meeting (the
“Record Date”), there were 81,624,587 shares of the Company’s common stock, par value $0.0001 per share (the
“Common Stock”), issued and outstanding, with each share entitled to one vote on each proposal at the Meeting, and
nine shares of Series E Preferred Stock, par value $0.0001 per share (the “Series E Preferred”), issued and outstanding,
with such shares entitled to an aggregate of 3,602,466 votes on each proposal at the Meeting. Pursuant to the Certificate of Designation
for the Series E Preferred, the Series E Preferred votes together with the Common Stock, as a single class, upon any matter submitted
to the holders of Common Stock for a vote, except as provided by law, or by written consent in lieu thereof. Therefore, the Common Stock
and Series E Preferred outstanding as of the Record Date were entitled to an aggregate of 85,227,053 votes on each proposal at
the Meeting. At the Meeting, the combined holders of 49,443,394 shares of the voting stock entitled to notice of and to vote at
the Meeting were represented in person or by proxy, representing approximately 58% of the outstanding voting shares, and thereby a quorum
pursuant to the Nevada Revised Statutes and the bylaws of the Company was present for the transaction of business at the Meeting.
The
final results for each of the matters considered at the Meeting were as follows:
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1.
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Election
of the five nominees to the Board:
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Name
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Votes For
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Votes Against
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Abstentions
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Broker Non-Votes
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Michael Panosian
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18,938,954
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5,062,506
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3,240,770
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22,200,889
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Joshua Keeler
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18,691,011
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5,046,921
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3,504,298
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22,200,889
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Robert Faught
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19,115,611
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4,611,070
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3,515,549
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22,200,889
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Linda Moossaian
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19,134,932
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4,597,062
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3,510,236
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22,200,889
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William Placke
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19,272,369
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4,553,155
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3,416,706
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22,200,889
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Each
director nominee was elected to serve as a director until the Company’s 2022 annual meeting of stockholders, or until such person’s
successor is duly elected and qualified, or until such person’s earlier resignation, death, or removal. Due to fact that directors
are elected by a plurality of the votes cast, votes could only be cast in favor of or withheld from the nominees and thus votes against
were not applicable.
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2.
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Discretionary
Reverse Stock Split within a Range of 1-for-2 to 1-for-10:
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Votes For
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Votes Against
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Abstentions
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28,512,036
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20,840,143
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90,940
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The
affirmative vote of the holders of a majority of the outstanding shares was required for approval. The proposal was not approved.
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3.
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Increase
in Authorized Common Stock to 500,000,000 Shares:
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Votes For
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Votes Against
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Abstentions
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27,941,204
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21,362,231
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139,684
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The
affirmative vote of the holders of a majority of the outstanding shares was required for approval. The proposal was not approved.
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 hereunto duly authorized.
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TOUGHBUILT
INDUSTRIES, INC.
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Date:
June 16, 2021
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By:
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/s/
Martin Galstyan
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Name:
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Martin
Galstyan
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Title:
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Chief
Financial Officer
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ToughBuilt Industries (NASDAQ:TBLT)
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