0000105744 false 0000105744 2022-11-10 2022-11-10 iso4217:USD xbrli:shares iso4217:USD xbrli:shares
 

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

 

 

Date of Report (Date of earliest event reported): November 10, 2022

 

NEW CONCEPT ENERGY, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

Nevada

 

000-08187

 

75-2399477

(State or other jurisdiction of incorporation) (Commission File No.) (I.R.S. Employer Identification No.)
     

1603 LBJ Freeway, Suite 300

Dallas, Texas

 

75234

(Address of principal executive offices) (Zip Code)

 

Registrant's telephone number, including area code 972-407-8400                                                                     

 

 

(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:

 

 

 

Title of Each Class

 

Trading

Symbol

 

 

Name of Each Exchange on which Registered

 

Common Stock, par value $0.01

 

GBR

 

NYSE American

 

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.

[]

 

 
1 
 

Section 2 – Financial Information

 

Item 2.02. Results of Operations and Financial Condition

 

On November 10, 2022, New Concept Energy, Inc. (“GBR” or the “Company”) announced its operational results for the quarter ended September 30, 2022. A copy of the announcement is attached as Exhibit “99.1.”

 

The information furnished pursuant to Item 2.02 in this Form 8-K, including Exhibit “99.1” attached hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section, unless we specifically incorporate it by reference in a document filed under the Securities Act of 1933 or the Securities Exchange Act of 1934. We undertake no duty or obligation to publicly update or revise the information furnished pursuant to Item 2.02 of this Current Report on Form 8-K.

 

 

Section 5 – Corporate Governance and Management

 

Item 5.07 - Submission of Matters to the Vote of Security Holders

 

On November 11, 2022, the Annual Meeting of Stockholders of New Concept Energy, Inc. (the “Company” or the “Registrant”) was called to be held, following a solicitation of proxies, pursuant to a Notice of Annual Meeting and related Proxy Statement, dated October 11, 2022, distributed in accordance with the requirements of Regulation 14A under the Exchange Act. On the record date of October 10, 2022, a total of 5,131,934 shares of Common Stock and 559 shares of Series B Preferred Stock were outstanding, with each share entitled to cast one vote.

 

At the meeting, proxies representing at least 3,100,169 shares (60.42% of the outstanding) appeared and were cast, thereby establishing a quorum present in person or by proxy. It was noted that, of the 5,131,934 outstanding shares of Common Stock, 1,615,642 shares (31.48%) are held in DTC/CEDE accounts.

 

At the Annual Meeting, which involved the election of directors, the following named persons received the number of votes cast for, against or withheld, as well as the number of abstentions (broker non-votes were not reported):

 

 

Name

No. of Votes

For

Of Shares

Voted, % For

No. of Votes Withheld No. of Votes Abstained

Broker Non-

Votes

Gene S. Bertcher 1,803,603 58.16%  5,033 -0-  
Richard W. Humphrey 1,803,816 58.17% 1,820 -0-  
Dan Locklear 1,795,311 57.89% 13,325 -0-  
Cecelia Maynard 1,791,308 57.77% 17,328 -0-  
Raymond D. Roberts, Sr. 1,766,515 56.97% 42,121 -0-  

 

2 
 

All of the nominees named above, each of whom is currently a director of the Company, were elected at such Annual Meeting.

 

The second matter presented at the Annual Meeting was the ratification of the appointment of Swalm & Associates, P.C. as the independent registered public accounting firm for the Registrant for the fiscal year ending December 31, 2021, and any interim period. A total of 3,078,404 votes were cast FOR, 18,857 votes were cast AGAINST, and 3,508 votes ABSTAINED from voting with respect to such proposal. There were no broker non-votes. On the basis of such votes, the second proposal was approved.

 

The Annual Meeting of the Board of Directors was held later in the day, November 11, 2022. At such meeting, Gene S. Bertcher was reelected Chairman of the Board, President, Chief Executive Officer and Chief Financial Officer of the Company.

 

Section 9 – Financial Statements and Exhibits

 

Item 9.01. Financial Statements and Exhibits

 

(d)       Exhibits.

 

The following exhibit is furnished with this Report:

 

Exhibit

Designation

 

 

 

Description of Exhibit

99.1*   Press Release, dated November 10, 2022

 

 

       _________________________

* Furnished herewith

 

 

3 
 

SIGNATURES

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned, hereunto duly authorized.

 

Dated: November 15, 2022

 

      NEW CONCEPT ENERGY, INC.
       
       
By: /s/ Gene S. Bertcher
    Gene S. Bertcher
      Chairman of the Board, President,
    Chief Executive Officer and Chief
      Financial Officer
New Concept Energy (AMEX:GBR)
Historical Stock Chart
From Feb 2024 to Mar 2024 Click Here for more New Concept Energy Charts.
New Concept Energy (AMEX:GBR)
Historical Stock Chart
From Mar 2023 to Mar 2024 Click Here for more New Concept Energy Charts.