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 27, 2021 (December 23, 2021)
MOBILE INFRASTRUCTURE CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
Maryland
(State or Other Jurisdiction of Incorporation)
| | | |
000-55760 | | 47-3945882 |
(Commission File Number) | | (IRS Employer Identification No.) |
| | | |
250 E. 5th Street, Suite 2110, Cincinnati, Ohio | | 45202 |
(Address of Principal Executive Offices) | | (Zip Code) |
(702) 534-5577
(Registrant’s Telephone Number, Including Area Code)
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:
[ ] 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))
Securities registered pursuant to Section 12(b) of the Act:
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. [ ]
Item 5.07. Submission of Matters to a Vote of Security Holders.
At the annual meeting of stockholders (the “Annual Meeting”) of Mobile Infrastructure Corporation (the “Company”), held on December 23, 2021, the Company’s stockholders voted on the election of Jeffrey B. Osher as an Independent Director to serve until the Company’s next annual meeting of stockholders and until his successor is duly elected and qualifies. Mr. Osher received the following votes:
For | | Withhold | | Broker Non-Votes |
3,026,301 | | 107,400 | | 986,763 |
At the Annual Meeting, the Company’s stockholders voted on the election of Lorrence T. Kellar as an Independent Director to serve until the Company’s next annual meeting of stockholders and until his successor is duly elected and qualifies. Mr. Kellar received the following votes:
For | | Withhold | | Broker Non-Votes |
3,032,027 | | 101,674 | | 986,763 |
The Company’s stockholders also voted on the election of Danica Holley as an Independent Director to serve until the Company’s next annual meeting of stockholders and until her successor is duly elected and qualifies. Ms. Holley received the following votes:
For | | Withhold | | Broker Non-Votes |
3,036,797 | | 96,904 | | 986,763 |
The Company’s stockholders also voted on the election of Damon Jones as an Independent Director to serve until the Company’s next annual meeting of stockholders and until his successor is duly elected and qualifies. Mr. Jones received the following votes:
For | | Withhold | | Broker Non-Votes |
3,027,762 | | 105,939 | | 986,763 |
The Company’s stockholders also voted on the election of Shawn Nelson as an Independent Director to serve until the Company’s next annual meeting of stockholders and until his successor is duly elected and qualifies. Mr. Nelson received the following votes:
For | | Withhold | | Broker Non-Votes |
3,032,070 | | 101,631 | | 986,763 |
The Company’s stockholders also voted on the election of Stephanie Hogue as an Affiliated Director to serve until the Company’s next annual meeting of stockholders and until her successor is duly elected and qualifies. Ms. Hogue received the following votes:
For | | Withhold | | Broker Non-Votes |
3,035,278 | | 98,423 | | 986,763 |
The Company’s stockholders also voted on the election of Manuel Chavez, III as an Affiliated Director to serve until the Company’s next annual meeting of stockholders and until his successor is duly elected and qualifies. Mr. Chavez received the following votes:
For | | Withhold | | Broker Non-Votes |
3,026,431 | | 107,270 | | 986,763 |
The Company’s stockholders also voted on a non-binding advisory resolution on the compensation paid to the Company’s named executive officers as disclosed pursuant to Item 402 of Regulation S-K in the company’s proxy statement relating to the Annual Meeting. This proposal received the following votes:
For | | Against | | Abstain | | Broker Non-Votes |
2,843,833 | | 160,357 | | 129,511 | | 986,763 |
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The Company’s stockholders also voted on a non-binding advisory vote on the frequency of future stockholder advisory votes to approve executive compensation. The Board of Directors may, in its discretion, determine to change the frequency with which the Company holds this vote. This proposal received the following votes:
1 Year | | 2 Years | | 3 Years | | Abstain | Broker Non-Votes |
254,570 | | 108,541 | | 2,675,234 | | 95,356 | 986,763 |
The Company’s stockholders also ratified the appointment of Deloitte & Touche LLP as the Company’s independent auditors to serve for the 2021 fiscal year. This proposal received the following votes:
For | | Against | | Abstain | | Broker Non-Votes |
4,050,476 | | 11,478 | | 58,510 | | – |
The results reported above are final voting results.
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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.
| | MOBILE INFRASTRUCTURE CORPORATION |
| | | |
| | | |
| | By: | /s/ Stephanie Hogue |
| | Name: | Stephanie Hogue |
| | Title: | President, Secretary and Interim Chief Financial Officer |
Dated: December 27, 2021
