Current Report Filing (8-k)
December 16 2020 - 6:05AM
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 EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
December 9, 2020
Medicine Man Technologies, Inc.
(Exact Name of Registrant
as Specified in Its Charter)
Nevada
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001-36868
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46-5289499
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(State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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4880 Havana Street, Suite 201
Denver, Colorado
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80239
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(Address of Principal Executive Offices)
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(Zip Code)
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(303) 371-0387
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(Registrant’s Telephone Number, Including Area Code)
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Not Applicable
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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:
☐
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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:
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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Not applicable
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Not applicable
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Not applicable
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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 (§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 ☒
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. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders.
The Company held its Annual Meeting of Shareholders
on December 9, 2020. Each share of the Company’s common stock was entitled to one vote per share. A total of 29,195,476 shares
of common stock representing 69.19% of the aggregate shares outstanding and eligible to vote and constituting a quorum were represented
in person or by valid proxies at the annual meeting. The matters voted upon and the results of the vote are set forth below.
Proposal 1: Election of Directors.
Shareholders elected Jeff Garwood and Brian
Ruden as Class B directors to serve for an initial term expiring at the Company 2022 annual meeting and thereafter serve for two
year terms.
Nominee
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Votes
For
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Votes
Withheld
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Broker
Non-Votes
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Brain Ruden
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16,490,173
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508,319
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12,196,984
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Jeff Garwood
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14,876,782
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2,121,710
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12,196,984
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Proposal 2: Ratification of Appointment of Independent
Auditors.
Shareholders approved the ratification of the
appointment of BF Borgers CPA PC as the Company’s independent registered public accounting firm for the year ending December
31, 2020.
For
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Against
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Abstentions
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Broker
Non-Votes
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27,979,691
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0
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881,252
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N/A
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Proposal 3: Approval of Amendment to Company’s 2017 Equity Incentive Plan
The shareholders approved the Amendment
to the Company’s 2017 Equity Incentive Plan to allow the Board to reduce the exercise price of options issued under the
Plan following the date of issuance without stockholder approval (the “Plan Amendment”)
For
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Against
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Abstentions
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Broker
Non-Votes
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13,720,732
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3,090,468
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187,292
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12,196,984
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Proposal 4: Approval to cast an advisory vote to approve executive compensation
(Say-on-Pay)
For
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Against
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Abstentions
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Broker
Non-Votes
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14,035,169
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2,383,789
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579,537
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12,196,984
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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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MEDICINE MAN TECHNOLOGIES, INC.
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By:
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/s/ Justin Dye
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Date: December 15, 2020
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Justin Dye
Chief Executive Officer
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Medicine Man Technologies (CE) (USOTC:SHWZ)
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