Item
5.07 Submission of Matters to a Vote of Security Holders
On
May 17, 2022, DSS, Inc. (“Company”) held a Special Meeting of Stockholders at 1400 Broadfield Blvd. Suite 100, Houston, TX
77084. A total of 54,140,496 shares of common stock, representing 63.97% of the aggregate shares outstanding and eligible to vote and
constituting a quorum, were represented in person or by valid proxies at the special meeting.
The
stockholders approved the issuance of up to an aggregate of 17,570,948 shares of the Company’s common stock to Alset EHome International,
Inc. pursuant to the True Partner Transaction.
The
stockholders approved the issuance of up to an aggregate of 21,366,177 shares of the Company’s common stock to Alset International
Limited pursuant to the AMRE Transaction.
The
stockholders ratified the appointment of Turner, Stone & Company, L.L.P. as the Company’s independent registered public accounting
firm for the fiscal years ending December 31, 2021 and December 31, 2022.
The
stockholders approved an amendment to the Company’s bylaws to change the quorum requirement from a majority of the stock issued
and outstanding, either in person or by proxy, to at least thirty-five percent (35%) of the stock issued and outstanding, either in person
or by proxy.
The
stockholders approved an amendment to the Company’s Certificate of Amendment of Certificate of Incorporation, as amended, to increase
the total number of shares of the Company’s authorized common stock to 500,000,000.
The
stockholders approved an amendment to the 2020 Employee, Director and Consultant Equity Incentive Plan (“Plan”) to increase
the number of shares of common stock authorized to be issued pursuant to the Plan to 20,000,000 shares.
The
stockholders approved the issuance of up to an aggregate of 15,389,995 shares of the Company’s common stock to Mr. Heng Fai Ambrose
Chan pursuant to his employment agreement.
The
final voting results on these matters were as follows:
1.
Approval of issuance of up to an aggregate of 17,570,948 shares of the Company’s common stock to Alset EHome International Inc.:
Votes For | |
Votes Against | |
Votes Abstained | |
Broker Non-Votes |
30,524,065 | |
5,747,229 | |
87,217 | |
17,781,985 |
2.
Approval of issuance of up to an aggregate of 21,366,177 shares of the Company’s common stock to Alset International Limited:
Votes For | |
Votes Against | |
Votes Abstained | |
Broker Non-Votes |
30,404,269 | |
5,868,312 | |
85,930 | |
17,781,985 |
3.
Ratification of appointment of Turner, Stone & Company, L.L.P. as the Company’s independent registered public accounting firm
for the fiscal years ending December 31, 2021 and December 31, 2022:
Votes
For |
|
Votes
Against |
|
Votes
Abstained |
49,555,646 |
|
2,488,749 |
|
2,096,101 |
4.
Approval of amendment to the Company’s bylaws to change the quorum requirement from a majority of the stock issued and outstanding,
either in person or by proxy, to at least thirty-five percent (35%) of the stock issued and outstanding, either in person or by proxy:
Votes
For |
|
Votes
Against |
|
Votes
Abstained |
|
Broker
Non-Votes |
31,494,195 |
|
4,738,376 |
|
125,940 |
|
17,781,985 |
5.
Approval of amendment to the Company’s Certificate of Amendment of Certificate of Incorporation, as amended, to increase the total
number of shares of the Company’s authorized common stock to 500,000,000:
Votes
For |
|
Votes
Against |
|
Votes
Abstained |
43,171,084 |
|
10,654,478 |
|
314,934 |
6.
Approval of amendment to the 2020 Employee, Director and Consultant Equity Incentive Plan (“Plan”) to increase the number
of shares of common stock authorized to be issued pursuant to the Plan to 20,000,000 shares:
Votes
For |
|
Votes
Against |
|
Votes
Abstained |
|
Broker
Non-Votes |
29,366,755 |
|
6,885,622 |
|
106,134 |
|
17,781,985 |
7.
Approval of issuance of up to an aggregate of 15,389,995 shares of the Company’s common stock to Mr. Heng Fai Ambrose Chan pursuant
to his employment agreement:
Votes
For |
|
Votes
Against |
|
Votes
Abstained |
|
Broker
Non-Votes |
29,434,522 |
|
6,824,079 |
|
99,910 |
|
17,781,985 |