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): June 6, 2019
GENERAL CANNABIS CORP
(Exact Name of Registrant as Specified in Charter)
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Colorado | 000-54457 | 20-8096131 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
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6565 E. Evans Avenue
Denver, Colorado | | 80224 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (303) 759-1300
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:
[_]
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))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class | Trading Symbol(s) | Name of each exchange
on which registered |
N/A | N/A | N/A |
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.¨
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Item 5.07. | | Submission of Matters to a Vote of Security Holders. |
At the annual meeting of the shareholders of General Cannabis Corp (the “Company”) held on June 6, 2019, the Company’s shareholders voted on three proposals and cast their votes as described below. The proposals are set forth in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 30, 2019.
Proposal 1. The Company’s shareholders elected four (4) nominees to the board of directors, each to hold office for a one-year term and until the 2020 annual meeting or his successor is duly elected and qualified, based on the following votes:
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Name | | For | | Withheld | | Broker Non-Votes |
Peter Boockvar | | 7,060,179 | | 486,083 | | 24,953,074 |
Michael Feinsod | | 7,048,557 | | 497,705 | | 24,953,074 |
Mark Green | | 7,057,293 | | 488,969 | | 24,953,074 |
Duncan Levin | | 7,027,421 | | 518,841 | | 24,953,074 |
Proposal 2. The Company’s shareholders approved, on an advisory basis, the Company’s named executive officer compensation, based on the following votes:
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For | | Against | | Abstain | | Broker Non-Votes |
6,646,904 | | 719,294 | | 180,064 | | 24,953,074 |
Proposal 3. The Company’s shareholders ratified the appointment of Marcum, LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2019, based on the following votes:
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For | | Against | | Abstain | | Broker Non-Votes |
30,781,650 | | 1,167,205 | | 550,481 | | -- |
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Item 7.01. | | Regulation FD Disclosure. |
On June 7, 2019, the Company issued a press release announcing it has entered into a non-binding term sheet to acquire substantially all of the assets of The Organic Seed, LLC, doing business as Cannaseur (“Cannaseur”). Cannaseur is a vertically integrated cannabis license holder located in Pueblo West, Colorado. A copy of the press release is filed and attached hereto as Exhibit 99.1.
The information in this Item 7.01 of this Current Report on Form 8-K and the related Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
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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 thereunto duly authorized.
Dated: June 12, 2019
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| GENERAL CANNABIS CORP |
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| By: | /s/ Michael Feinsod |
| Name: | Michael Feinsod |
| Title: | Chief Executive Officer |
