Current Report Filing (8-k)
October 30 2020 - 8:01AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM
8-K
CURRENT
REPORT
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
MUSCLE
MAKER, INC.
(Exact
name of small business issuer as specified in its charter)
Nevada
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|
47-2555533
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(State
or other jurisdiction of
incorporation or organization)
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(I.R.S.
Employer
Identification
No.)
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2600
South Shore Blvd., Suite 300, League City, Texas 77573
(Address
of principal executive offices)
682-708-8250
(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):
[ ]
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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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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
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Trading
Symbol(s)
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Name
of each exchange on which registered
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Common
Stock, $0.0001 par value
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GRIL
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The
Nasdaq Stock Market
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Item
5.07
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Submission
of Matters to a Vote of Security Holders
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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.
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For
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Withheld
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Kevin
Mohan
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4,064,964
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16,997
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A.B.
Southall III
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2,782,973
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1,298,988
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Paul
L. Menchik
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4,040,968
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40,993
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Peter
Petrosian
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4,047,053
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34,908
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Jeff
Carl
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4,066,740
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15,221
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Stephen
A. Spanos
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4,048,149
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33,812
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Major
General (ret) Malcom Frost
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4,068,001
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13,960
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Philip
Balatsos
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4,047,114
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34,847
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(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
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Against
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Abstain
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3,754,815
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1,286,140
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5,242
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(3)
Approve the adoption of the 2020 Equity Incentive Plan. This matter was determined based on majority of the shares cast.
For
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Against
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Abstain
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4,021,740
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44,760
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15,461
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(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
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Against
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Abstain
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4,846,053
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166,389
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33,755
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SIGNATURES
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.
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MUSCLE
MAKER, INC.
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By:
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/s/
Michael Roper
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Name:
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Michael
Roper
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Title:
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Chief
Executive Officer
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Date:
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October
30, 2020
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League
City, Texas
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