UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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,
2022
Kaspien Holdings Inc.
(Exact Name of Registrant as Specified in Charter)
New York
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0-14818
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14-1541629
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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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2818 N. Sullivan Rd. Ste 130
Spokane Valley, WA 99216
(Address of
Principal Executive Offices, and Zip Code)
(855)
300-2710
Registrant’s Telephone Number, Including Area Code
(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 (see
General Instruction A.2. below):
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☐ |
Written communication pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
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☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
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☐ |
Pre-commencement communication pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
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☐ |
Pre-commencement communication pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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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 (17
CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934
(17 CFR §240.12b-2).
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.
☐
Securities registered pursuant to Section 12(b) of the Act:
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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, $0.01 par value per share
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KSPN
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NASDAQ Stock Market
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Item 5.07. |
Submission of Matters to a Vote of Security Holders
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At the Annual Meeting held on June 29, 2022, the stockholders of
the Company voted on the following proposals, which are more fully
described in our proxy statement:
On the record date for the Annual Meeting, there were 2,501,568
shares issued, outstanding and entitled to vote. Shareholders
holding 2,129,438 shares were present at the meeting, in person or
represented by proxy. The results of the voting at the Annual
Meeting were as follows:
PROPOSAL NO. 1 – ELECTION OF DIRECTORS
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Director
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Votes For
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Votes
Against
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Broker
Non-Votes
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Abstentions
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Uncast
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Jonathan Marcus
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1,732,776
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0
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366,773
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29,889
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0
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W. Michael Reickert
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1,740,014
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0
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366,773
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22,651
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0
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Tom Simpson
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1,716,522
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0
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366,773
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46,143
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0
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PROPOSAL NO. 2 - ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER
COMPENSATION
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Votes For
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Votes
Against
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Abstentions
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Broker
Non-Votes
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1,752,814
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9,483
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368
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366,773
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PROPOSAL NO. 3 - RATIFICATION OF FRUCI & ASSOCIATES II, PLLC AS
THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
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Votes For
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Votes
Against
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Abstentions
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Broker
Non-Votes
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2,127,595
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1,653
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190
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0
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SIGNATURES
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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Dated: July 1, 2022
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Kaspien Holding Inc.
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By:
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/s/ Edwin Sapienza
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Name: |
Edwin
Sapienza |
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Title: |
Chief Financial
Officer |