Washington, DC 20549




Pursuant to Section 13 OR 15(d) of the Securities and Exchange Act of 1934


Date of Report (Date of earliest event reported): October 27, 2020


Commission File Number 001-39223



(Exact name of small business issuer as specified in its charter)


Nevada   47-2555533

(State or other jurisdiction of
incorporation or organization)


(I.R.S. Employer

Identification No.)


2600 South Shore Blvd., Suite 300, League City, Texas 77573

(Address of principal executive offices)



(Issuer’s telephone number)


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 Instructions A.2. below):


[  ] 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))


Indicate by check mark whether the registrant is an emerging growth company as defined in 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 [X]


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:


Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, $0.0001 par value   GRIL   The Nasdaq Stock Market







Item 5.07 Submission of Matters to a Vote of Security Holders


Muscle Maker, Inc. (the “Company”) held its Annual Meeting on October 27, 2020. Of the 7,827,432 shares of Common Stock outstanding on September 4, 2020, the record date, 5,046,197 shares were represented at the Annual Meeting, in person or by proxy, constituting a quorum. The proposals considered at the Annual Meeting are described in detail in the Proxy Statement. The proposals described below were voted upon at the Annual Meeting and the number of votes cast with respect to each proposal was as set forth below:


(1) Elect eight directors until his successor is duly elected and qualified, or until his earlier death, resignation or removal. The eight directors receiving the highest vote were appointed to the board. The following Directors were elected to the board.


    For   Withheld
Kevin Mohan   4,064,964   16,997
A.B. Southall III   2,782,973   1,298,988
Paul L. Menchik   4,040,968   40,993
Peter Petrosian   4,047,053   34,908
Jeff Carl   4,066,740   15,221
Stephen A. Spanos   4,048,149   33,812
Major General (ret) Malcom Frost   4,068,001   13,960
Philip Balatsos   4,047,114   34,847


(2) Ratify the appointment of Marcum, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2020. This matter was determined based on majority of the shares cast.


For   Against   Abstain
3,754,815   1,286,140   5,242


(3) Approve the adoption of the 2020 Equity Incentive Plan. This matter was determined based on majority of the shares cast.


For   Against   Abstain
4,021,740   44,760   15,461


(4) Approve an amendment of the Company’s articles of incorporation to increase the number of authorized shares of common stock from 14,285,714 to 25,000,000. This matter was determined based on majority of the shares outstanding.


For   Against   Abstain
4,846,053   166,389   33,755







Pursuant to the requirements of the Securities Exchange Act 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


    By: /s/ Michael Roper
    Name: Michael Roper
    Title: Chief Executive Officer
Date: October 30, 2020    
  League City, Texas