Item
5.07
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Submission
of Matters to a Vote of Security Holders
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The
2021 Annual Meeting of Stockholders of Sunworks, Inc. (the “Company”) was held on June 16, 2021 (the “Annual Meeting”).
As of April 30, 2021, the record date for the Annual Meeting (the “Record Date”), the Company had outstanding 27,047,744
shares of common stock. At the Annual Meeting, 14,821,190 shares of common stock were present virtually or represented by proxy. Each
share of common stock outstanding on the Record Date was entitled to one vote on each proposal presented at the Annual Meeting.
Following
is a brief description of, and the final results of the voting on, each of the proposals voted upon at the Annual Meeting. The proposals
are described in more detail in the Company’s Definitive Proxy Statement on Schedule 14A, which was filed with the Securities and
Exchange Commission on May 6, 2021 and its Definitive Additional Materials filed on June 3, 2021.
Proposal
1 – Election of Directors
The
first proposal voted upon at the Annual Meeting was the election of five directors to serve until the 2022 annual meeting of stockholders
and until their respective successors have been duly elected and qualified.
At
the Annual Meeting, the directors were elected by the following votes:
Name of Director
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For
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Withheld
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Broker Non-Votes
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Gaylon Morris
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5,059,598
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113,952
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9,647,640
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Daniel Gross
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5,041,249
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132,301
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9,647,640
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Rhone Resch
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5,061,764
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111,786
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9,647,640
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Judith Hall
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2,610,802
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2,562,748
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9,647,640
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Stanley Speer
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4,843,625
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329,925
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9,647,640
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Proposal
2 – Approval of an amendment to the Sunworks, Inc. 2016 Equity Incentive Plan (the “2016 Plan”) to increase the number
of shares of the Company’s common stock reserved under the 2016 Plan.
The
second proposal voted upon at the Annual Meeting was the approval of amendment to the 2016 Plan to increase the number of shares of the
Company’s common stock reserved under the 2016 Plan by 1,500,000 shares, or from 542,858 shares to 2,042,858 shares.
At
the Annual Meeting, the proposal was approved by the following vote:
For
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Against
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Abstain
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Broker Non-Votes
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4,733,698
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397,735
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42,117
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9,647,640
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Proposal
3 – Approval, on a non-binding, advisory basis, of the compensation of the Company’s named executive officers.
The
third proposal voted upon at the Annual Meeting was the approval, on a non-binding, advisory basis, of the compensation of the Company’s
named executive officers.
At
the Annual Meeting, the proposal was approved by the following vote:
For
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Against
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Abstain
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Broker Non-Votes
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4,607,840
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511,717
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53,993
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9,647,640
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Proposal
4 – Approval, on a non-binding, advisory basis, of the frequency of future stockholder advisory votes to approve the compensation
of the Company’s named executive officers.
The
fourth proposal voted upon at the Annual Meeting was the approval, on a non-binding, advisory basis, of the frequency of future stockholder
advisory votes to approve the compensation of the Company’s named executive officers.
At
the Annual Meeting, a frequency of “THREE YEARS” was approved by the following vote:
Three Years
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Two Years
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One Year
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Abstain
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Broker Non-Votes
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4,173,775
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103,366
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758,670
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137,739
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9,647,640
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Proposal
5 – Ratification of Appointment of Independent Registered Public Accounting Firm
The
fifth proposal voted upon at the Annual Meeting was the ratification of the appointment of KMJ Corbin & Company LLP as the Company’s
independent registered public accounting firm for the fiscal year ending December 31, 2021.
At
the Annual Meeting, the proposal was approved by the following vote:
For
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Against
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Abstain
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Broker Non-Votes
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14,586,440
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114,439
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120,311
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—
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