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Item 5.08
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Shareholder Director Nominations.
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As previously reported on a Current Report on Form
8-K filed March 16, 2021, Akerna Corp. (the "Company"), scheduled its 2021 Annual Meeting of Stockholders (the "2021
Meeting") for May 27, 2021 at 9:00 a.m. MDT, and set April 9, 2021 as the record date for determining stockholders entitled to notice
of, and to vote at, the 2021 Meeting. It also set March 26, 2021 as the deadline for the timely receipt of any stockholder proposals submitted
for the 2021 Meeting pursuant to Rule 14a-8 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), for
inclusion in the Company's 2021 Meeting proxy materials, and for qualified stockholder proposals and nominations to be considered at the
2021 Annual Meeting pursuant to the Company’s bylaws. As of March 26, 2021, the Company had received no shareholder proposals or
nominations.
On April 26, 2021, the Board of Directors of Akerna,
rescheduled the Annual Meeting from Thursday, May 27, 2021 to Monday, June 7, 2021 as 9 a.m. MDT to accomadate for a change in management’s
schedules and in the intended meeting location. The record date for determining stockholders entitled to notice of, and to vote at, the
2021 Meeting remains April 9, 2021 and only such stockholders will be entitled to notice of and to vote at the 2021 Annual Meeting. The
location of the 2021 Annual Meeting will be as set forth in the Company's proxy statement for the 2021 Annual Meeting.
This date differs more than thirty days from the anniversary
of the Company’s 2020 Annual Meeting of Stockholders, held November 30, 2020, adjourned until December 10, 2020. However, because
(i) the 2021 Meeting has been postponed by only a little over a week from the originally announced date of May 27, 2021, (ii) the Company
did not received any stockholder proposals by the previously set deadline of March 26, 2021, and (iii) concurrently with rescheduling
the date of 2021 Meeting, the Company’s proxy materials were finalized for printing and mailing, the Board did not set a new deadline
for the receipt of any qualified stockholder proposals submitted pursuant to Rule 14a-8 for inclusion in the Company's 2021 Meeting proxy
materials.
In accordance with the Company's Bylaws, because the
date of the 2021 Annual Meeting will be advanced by more than thirty (30) days prior to the anniversary of the Company's 2020 annual
meeting of stockholders, in order for a stockholder entitled to vote to bring a proposal or submit a nominee for director at the 2021
Annual Meeting, such stockholder must be a stockholder of record on April 9, 2021, and such notice by such stockholder must be received
no later than the close of business on the 10th day following the day on which public announcement of the date of the
2021 Annual Meeting is first made. Accordingly, notice of stockholder proposals or nominations for director for the 2021 Annual Meeting
must be received no later than 5:00 p.m. Denver local time on May 6, 2021.
Proposals and notices must be in writing and received
by our Corporate Secretary at 1550 Larimer Street, #246, Denver, Colorado 80202, and must also comply with the requirements set forth
in the rules and regulations of the Exchange Act and the Company's Bylaws.