Current Report Filing (8-k)
June 30 2021 - 4:16PM
Edgar (US Regulatory)
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2021-06-29
2021-06-29
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clvr:CommonSharesWithoutParValueMember
2021-06-29
2021-06-29
0001819615
clvr:WarrantsEachWarrantExercisableForOneCommonShareAtExercisePriceOf11.50Member
2021-06-29
2021-06-29
iso4217:USD
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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 29, 2021
Clever
Leaves Holdings Inc.
(Exact name of registrant as specified in its charter)
British Columbia, Canada
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001-39820
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Not Applicable
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.)
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489 Fifth Avenue, 27th Floor
New York, New York
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10017
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(Address of principal executive offices)
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(Zip Code)
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(646) 880-4382
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box
below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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☐
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
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 without par value
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CLVR
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The Nasdaq Stock Market LLC
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Warrants, each warrant exercisable for one common share at an exercise price of $11.50
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CLVRW
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The Nasdaq Stock Market LLC
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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
On June 29, 2021, Clever Leaves Holdings, Inc.
(the “Company”) held its annual meeting of shareholders (the “Annual Meeting”). The following is a brief description
of each proposal voted upon at the Annual Meeting and the final voting results for each such proposal.
Proposal 1: Election of Directors
The director nominees listed below were elected
to serve on the Company’s Board of Directors for a term of one year. The results of the vote were as follows:
Name of Nominee
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For
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Withhold
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Broker Non-Votes
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Kyle Detwiler
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11,894,805
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95,012
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3,429,350
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Andres Fajardo
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11,813,407
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176,410
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3,429,350
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Etienne Deffarges
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11,663,706
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326,111
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3,429,350
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Elisabeth DeMarse
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11,667,456
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322,361
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3,429,350
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Gary M. Julien
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11,579,794
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410,023
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3,429,350
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Proposal 2: Appointment of the Company’s Independent Registered
Public Accounting Firm
The shareholders have appointed BDO Canada LLP
as the Company’s independent registered public accounting firm for the year ending December 31, 2021. The results of the vote were
as follows:
For
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Against
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Abstain
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Broker
Non-Votes
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15,378,636
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23,143
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17,388
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0
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SIGNATURE
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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Clever Leaves Holdings Inc.
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By:
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/s/ David M. Kastin
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Name:
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David M. Kastin
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Title:
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General Counsel and Corporate Secretary
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Date: June 30, 2021
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