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): August 21, 2020
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) | (IRS Employer Identification No.) |
| | |
244 Madison Avenue, PMB #358 New York, NY | | 10016 |
(Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s Telephone Number, Including Area Code: (888) 486-7775
(Former Name or Former Address, if Changed Since Last Report)
Securities registered pursuant to Section 12(b) of the Act:
| | |
Title of class of registered securities Common Stock, par value $0.01 per share | Ticker Symbol ALJJ | Name of exchange on which registered NASDAQ |
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)) |
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 5.07Submission of Matters to a Vote of Security Holders.
At the Company’s Annual Meeting held on August 21, 2020, the following proposals were voted on by the Company's stockholders, as set forth below:
Proposal 1:Election of Directors.
| | | | | | |
Name | | For | | Withheld | | Broker Non-Vote |
Michael C. Borofsky | | 19,131,785 | | 1,650,973 | | 14,214,000 |
Jess M. Ravich | | 18,788,117 | | 1,994,641 | | 14,214,000 |
Anna Van Buren | | 18,768,116 | | 2,014,642 | | 14,214,000 |
Robert Scott Fritz | | 19,474,869 | | 1,307,889 | | 14,214,000 |
Hal G. Byer | | 19,118,683 | | 1,664,075 | | 14,214,000 |
John Scheel | | 18,768,380 | | 2,014,378 | | 14,214,000 |
Rae G. Ravich | | 18,725,534 | | 2,057,224 | | 14,214,000 |
This proposal received the required affirmative vote of holders of a plurality of the votes cast and all of the foregoing candidates were elected as the Company’s directors.
Proposal 2: Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2020.
| | | | | | |
For | | Against | | Abstain | | Broker Non-Vote |
34,885,125 | | 36,066 | | 75,567 | | 0 |
This proposal received the affirmative vote of the holders of a majority of the shares having voting power present in person or represented by proxy at the Annual Meeting and was approved as set forth above.
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. |
| | | | |
August 24, 2020 | | By: | | /s/ Brian Hartman |
| | Name: | | Brian Hartman |
| | Title: | | Chief Financial Officer |
| | | | (Principal Financial Officer) |