Current Report Filing (8-k)
July 05 2022 - 05:24PM
Edgar (US Regulatory)
false 0001593548 0001593548 2022-07-01
2022-07-01
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
July 1, 2022 (July 1, 2022)
Date of report (Date of earliest event reported)
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PLAYAGS, INC.
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(Exact name of registrant as specified in its charter)
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Nevada |
001-38357
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46-3698600
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(State or other jurisdiction of incorporation) |
(Commission File Number)
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(I.R.S. Employer Identification No.)
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6775 S. Edmond St., Suite #300
Las Vegas, Nevada, 89118
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(Address of principal executive offices)(Zip Code)
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(702) 722-6700
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(Registrant’s Telephone Number, Including Area Code)
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N/A
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(Former Name or Former Address, if Changed Since Last
Report)
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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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☐
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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:
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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 stock, $0.01 par value
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AGS
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New York Stock Exchange
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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.
☒
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Item
5.07.
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Submission of Matters
to a Vote of Security Holders.
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(a) Annual Meeting. The 2022 Annual Meeting of
Stockholders of PlayAGS, Inc. (the “Company”) was held on July 1,
2022.
(b) Matters Voted Upon; Voting Results. The
following matters were submitted for a vote of the Company’s
stockholders.
Matter One. Election of Director. The nominee listed below was
elected Class II director to hold the office for a term of three
years expiring at the Annual Meeting of Stockholders to be
held in 2025 and until their successor has been elected
and qualified, or until their earlier resignation.
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Nominee
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Number
of Shares
Voted For
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Number of
Shares
Withheld
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Number of
Broker
Non-Votes
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Adam Chibib |
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25,025,230 |
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5,590,233 |
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3,653,583 |
Matter Two. Approval, on an advisory basis, of the compensation of
the Company’s named executive officers as shown in the 2021 Proxy
Statement.
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Number of
Shares
Voted For
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Number of
Shares
Voted Against
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Number of
Shares
Abstaining
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Number of
Broker
Non-Votes
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25,725,869 |
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4,874,480 |
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15,114 |
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3,653,583 |
Matter Three. The approval of an amendment to the Company’s Omnibus
Incentive Plan to increase the number of shares of common stock
authorized for issuance thereunder.
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Number of
Shares
Voted For
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Number of
Shares
Voted Against
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Number of
Shares
Abstaining
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Number of
Broker
Non-Votes
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19,328,008 |
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11,281,997 |
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5,458 |
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3,653,583 |
Matter Four. To ratify the appointment of PricewaterhouseCoopers
LLP as the Company’s independent registered public accounting firm
for the fiscal year ending December 31, 2022.
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Number of
Shares
Voted For
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Number of
Shares
Voted Against
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Number of
Shares
Abstaining
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Number of
Broker
Non-Votes
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33,904,961 |
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363,680 |
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405 |
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0 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report on Form 8-K to be
signed on its behalf by the undersigned hereunto duly
authorized.
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PLAYAGS,
INC.
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Dated:
July 5, 2022
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By:
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/s/
Victor Gallo
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Name:
Victor Gallo
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Title:
Secretary and General Counsel
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