UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities and Exchange Act of 1934
Date of Report (Date of earliest event reported): December 22, 2022
Commission File Number 001-39223
MUSCLE MAKER, INC.
(Exact name of small business issuer as specified in its charter)
| Nevada | | 47-2555533 |
(State or other jurisdiction of incorporation or organization) | | (I.R.S. Employer Identification No.) |
1751 River Run, Suite 200, Fort Worth, Texas 76107
(Address of principal executive offices)
(832) 604-9568
(Issuer’s telephone number)
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) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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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| ☐ | 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 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.
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | | Trading Symbol | | Name of each exchange on which registered |
| Common Stock, $0.0001 par value | | GRIL | | The Nasdaq Stock Market |
Item 5.07 Submission of Matters to a Vote of Security Holders
Muscle Maker, Inc. (the “Company”) held its Annual Meeting on December 22, 2022. Of the 28,849,127 shares of Common Stock outstanding on November 14, 2022, the record date, 17,360,049 shares were represented at the Annual Meeting, in person or by proxy, constituting a quorum. The proposals considered at the Annual Meeting are described in detail in the Proxy Statement. The proposals described below were voted upon at the Annual Meeting and the number of votes cast with respect to each proposal was as set forth below:
(1) Elect seven directors until his successor is duly elected and qualified, or until his earlier death, resignation or removal. The seven directors receiving the highest vote were appointed to the board. The following Directors were elected to the board.
| | | For | | Withheld |
| Kevin Mohan | | 9,396,780 | | 128,557 |
| A.B. Southall III | | 9,400,086 | | 125,251 |
| Paul L. Menchik | | 8,746,968 | | 778,369 |
| Jeff Carl | | 9,397,020 | | 128,317 |
| Stephen A. Spanos | | 9,401,892 | | 123,445 |
| Major General (ret) Malcom Frost | | 9,408,965 | | 116,372 |
| Philip Balatsos | | 9,399,737 | | 125,600 |
(2) Ratify the appointment of Paris Kreit & Chiu CPA LLP (formerly known as Benjamin and Ko) as the Company’s independent registered public accounting firm for the year ending December 31, 2022. This matter was determined based on majority of the shares cast.
| For | | Against | | Abstain |
| 17,078,163 | | 103,419 | | 178,467 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| | | MUSCLE MAKER, INC. |
| | | | |
| | | By: | /s/ Michael Roper |
| | | Name: | Michael Roper |
| | | Title: | Chief Executive Officer |
| | | | |
| Date: | December 22, 2022 | | |
