UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): July 11, 2016
ALJ Regional Holdings, Inc.
(Exact name of registrant as specified in its charter)
______________
Delaware | 001-37689 | 13-4082185 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
244 Madison Avenue, PMB #358
New York, NY 10016
(Address of Principal Executive Office) (Zip Code)
(212) 883-0083
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
______________
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)) |
Item 5.07Submission of Matters to a Vote of Security Holders.
At the Annual Meeting of Stockholders (the “Annual Meeting”) of ALJ Regional Holdings, Inc. (the “Company”) held on July 11, 2016, the following proposals were voted on by the Company's stockholders, as set forth below:
Proposal 1:Election of Class I Directors.
| | | |
| For | Withheld | Broker Non-Vote |
Robert Scott Fritz | 19,889,571 | 19,197 | 568,501 |
John Scheel | 19,860,613 | 48,155 | 568,501 |
Marc Reisch | 19,861,742 | 47,026 | 568,501 |
All of the foregoing candidates were elected as the Company’s Class I directors.
Proposal 2: | Approval of Establishment of an Omnibus Equity Incentive Plan to Offer Securities of the Company to its Officers, Employees, Directors or Consultants or those of its Subsidiaries. |
| | | |
For | Against | Abstain | Broker Non-Vote |
19,336,801 | 568,467 | 3,500 | 568,501 |
The establishment of the ALJ Regional Holdings, Inc. 2016 Omnibus Equity Incentive Plan (the “Plan”) offering securities of the Company to its officers, employees, directors or consultants or those of its subsidiaries was approved at the Annual Meeting. The Plan became effective upon its approval by the Company’s stockholders on July 11, 2016. The Plan is described in the Company’s proxy statement filed with the Securities and Exchange Commission on Schedule 14A in connection with the Annual Meeting.
Proposal 3:Ratification of Auditor.
| | | |
For | Against | Abstain | Broker Non-Vote |
20,461,486 | 15,283 | 500 | 0 |
The appointment of Mayer Hoffman McCann P.C. as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2016 was approved.
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.
| ALJ Regional Holdings, Inc. | |
| | | |
July 13, 2016 | By: | /s/ T. Robert Christ | |
| | T. Robert Christ | |
| | Chief Financial Officer (Principal Financial Officer) | |
