Current Report Filing (8-k)
June 24 2022 - 04:07PM
Edgar (US Regulatory)
falseCRONOS GROUP
INC.0001656472TorontoCanada001-38403Ontario00016564722022-06-232022-06-23
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 23, 2022
CRONOS GROUP INC.
(Exact name of registrant as specified in its charter)
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British Columbia, Canada
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001-38403
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N/A
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(State or other jurisdiction |
(Commission |
(I.R.S. Employer |
of incorporation) |
File Number) |
Identification No.) |
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111 Peter Street, Suite 300 |
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Toronto , Ontario
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M5V 2H1 |
(Address of principal executive offices) |
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(Zip Code) |
Registrant’s telephone number, including area code:
(416) 504-0004
Not Applicable
(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:
☐ Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
☐ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
☐ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
☐ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the
Act:
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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 Shares, no par value |
CRON |
The NASDAQ Stock Market LLC |
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).
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.
☐
Item 5.07. Submission of Matters to a Vote
of Security Holders.
Cronos Group Inc. (the “Company”) held its 2022 Annual Meeting of
Shareholders on June 23, 2022 (the “Meeting”). The proposals voted
upon at the Meeting and the final results of the shareholder vote
on each proposal are set forth below. Each of the proposals is
summarized in greater detail in the Company’s definitive proxy
statement on Schedule 14A filed with the U.S. Securities and
Exchange Commission on April 29, 2022.
(1)
Election of Directors
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Name of Director: |
For: |
Withheld: |
Broker Non-Votes |
Jason Adler |
191,194,336 |
16,307,599 |
58,261,652 |
Kendrick Ashton, Jr. |
205,094,214 |
2,407,721 |
58,261,652 |
Jody Begley |
193,224,325 |
14,277,610 |
58,261,652 |
Murray Garnick |
193,608,672 |
13,893,263 |
58,261,652 |
Michael Gorenstein |
195,779,852 |
11,722,083 |
58,261,652 |
Heather Newman |
193,681,397 |
13,820,538 |
58,261,652 |
James Rudyk |
190,147,187 |
17,354,748 |
58,261,652 |
(2) Adoption of an advisory (non-binding) resolution to approve the
compensation of the Company’s named executive officers
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For |
Against |
Abstained |
Broker Non-Votes |
196,498,176 |
10,278,089 |
725,670 |
58,261,652 |
(3) Appointment of KPMG LLP to serve as the Company’s independent
registered public accounting firm for the fiscal year ending
December 31, 2022 and to authorize the Board of Directors to fix
KPMG LLP’s remuneration
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For |
Withheld |
261,685,466 |
4,078,121 |
A copy of the press release dated June 24, 2022 regarding the
results of the Meeting is filed as Exhibit 99.1 to and is
incorporated by reference in this Current Report on Form
8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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Exhibit No. |
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Description |
99.1 |
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104 |
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Cover Page Interactive Data File |
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 hereunto duly
authorized.
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CRONOS GROUP INC. |
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Dated: June 23, 2022 |
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By: |
/s/ Michael Gorenstein |
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Name: Michael Gorenstein |
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Title: Chairman, President and Chief Executive Officer |
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