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): December 4, 2019

 

AMERITYRE CORPORATION

(Exact name of registrant as specified in its charter)

 

NEVADA

000-50053

87-0535207

(State or other jurisdiction

(Commission File Number)

(IRS Employer ID No.)

of incorporation)

  

  

 

1501 Industrial Road, Boulder City, Nevada  89005

(Address of principal executive office)

 

Registrant's telephone number, including area code: (702) 293-1930

 

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):

 

☐ 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:

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Not applicable.    

 

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

 

The Annual Meeting of Stockholders of Amerityre Corporation (the “Company”) was held in the Company’s office and plant at 1501 Industrial Road, Boulder City, Nevada, on December 4, 2019, at 10:00 am, Pacific Time. At the Annual Meeting, the stockholders:

 

 

1.

Elected five directors to serve until the 2020 Annual Meeting of Stockholders.
 

2.

Ratified the selection of Haynie & Company PC as the Company’s independent auditor for the Company’s fiscal year ending June 30, 2020.

 

3.

Approved an amendment to the Company’s articles of incorporation to increase the authorized shares from 75,000,000 to 100,000,000.*

 

4.

Approved the compensation of the name executive officers.
 

5.

Approved on an advisory basis a vote on officer compensation every three years.

   

* The implementation of this measure also requires the Preferred Shareholder to approve. This approval has not been attained at the time of this filing.

 

The results of the voting were as follows:

 

1. Directors

 

For

   

Against

   

Withhold/Abstain

 

Michael F. Sullivan

    9,337,229       0       319,728  

Terry Gilland

    9,338,909       0       318,048  

George Stoddard

    9,339,729       0       317,228  

David Clark

    9,433,493       0       223,464  

David Hollister

    9,338,929       0       318,028  

 

Broker non-votes for the above were 24,100,211 for all line items.

 

 

2. Ratify Haynie& Company PC

 

For

   

Against

   

Withhold/Abstain

 
      31,547,349       2,171,356       38,463  

 

Broker non-votes for the above was 0.

 

3. Increase authorized common stock from 75,000,000 to 100,000,000

 

For

   

Against

   

Withhold/Abstain

 
      31,278,957       2,454,459       23,752  

 

Broker non-votes for the above was 0.

 

4. Advisory note to approve the compensation of the named executive officers.

 

For

   

Against

   

Withhold/Abstain

 
      9,039,173       598,360       19,424  

 

Broker non-votes for the above was 24,100,211.

 

5. Advisory vote on the frequency of voting on the compensation of the named executive officers.

 

One Year

   

Two Years

   

Three Years

   

Withhold/Abstain

 
      2,512,112       751,869       6,363,236       29,740  

 

Broker non-votes for the above was 24,100,211.

 

A total of 33,757,168 shares were represented at the meeting in person or by proxy, or approximately 70.73% of the total 47,727,867 shares eligible to vote.

 

 

 

 

ITEM 7.01 REGULATION FD DISCLOSURE

 

The Company’s Annual Meeting of Shareholders held on December 4, 2019 in Boulder City, Nevada, included a presentation by the Michael F. Sullivan, CEO and president, along with segments presented by Lynda Keeton-Cardno, CPA, CFO. In the presentation, Mr. Sullivan and Ms. Keeton-Cardno summarized the Company’s business and operational status and discussed strategic and operational plans for the coming year.

 

 

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

 

(d) Exhibits

 

Exhibit No. 99.1     Investor Presentation – December 2019

 

 

 

 

 

 

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunder duly authorized.

 

Dated:     December 9, 2019

 

AMERITYRE CORPORATION

     

By:

     

/s/ Michael F. Sullivan

 

/s/ Lynda R. Keeton-Cardno

 

Michael F. Sullivan

Chief Executive Officer

(Principal Executive Officer)

 

Lynda R. Keeton-Cardno

Chief Financial Officer

(Principal Financial and Accounting Officer)

 

 

 

 

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