UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERD MANAGEMENT INVESTMENT COMPANY
| Investment Company Act file number: | 811-23439
|
| Exact name of registrant as specified in charter: | ETF Opportunities Trust
|
| Address of principal executive offices: | 8730 Stony Point Parkway, Suite 205 Richmond, VA 23235 |
| Name and address of agent for service: | The Corporation Trust Company 1209 Orange Street Wilmington, DE 19801 |
with a copy to: Practus, LLP 11300 Tomahawk Creek Parkway, Suite 310 Leawood, KS 66211 | |
| Registrant's telephone number, including area code: | 800-267-7400 |
| Date of fiscal year end: | March 31st |
| Date of reporting period: | July 1, 2020 to June 30, 2021 |
Item 1. Proxy Voting Record.
Formidable ETF
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FORUM MERGER III CORPORATION Agenda Number: 935461967
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Security: 349885103 Meeting Type: Special
Ticker: FIII Meeting Date: 24-Jun-2021
ISIN: US3498851035
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Business Combination Proposal - To consider and vote Mgmt No vote
upon a proposal to approve and adopt the Agreement and
Plan of Merger, dated as of December 10, 2020 (as
amended, the "Merger Agreement"), by and among the
Company, ELMS Merger Corp., a Delaware corporation and
a wholly owned subsidiary of the Company ("Merger
Sub"), Electric Last Mile, Inc., a Delaware
corporation ("ELM"), and Jason Luo, in his capacity as
the initial stockholder representative to ELM,
pursuant to which, ...(due to space limits, see proxy
statement for full proposal).
2. Nasdaq Proposal - To consider and vote upon a proposal Mgmt No vote
to approve, for purposes of complying with applicable
Nasdaq listing rules, the issuance of more than 20% of
the Company's issued and outstanding common stock in
connection with the business combination, consisting
of the issuance of (v) shares of common stock to the
ELM securityholders (as defined in the accompanying
proxy statement) pursuant to the terms of the Merger
Agreement, (w) shares of common stock to SF Motors
Inc. ...(due to space limits, see proxy statement for
full proposal).
3. Charter Proposal - To consider and vote upon a Mgmt No vote
proposal to approve the Company's proposed third
amended and restated certificate of incorporation (the
"proposed charter"), substantially in the form
attached to the accompanying proxy statement as Annex
C, in connection with the business combination (the
"Charter Proposal").
4A. Advisory Charter Proposal A - to provide that any Mgmt No vote
amendment to certain provisions of the proposed
charter relating to director and bylaw matters,
director personal liability to us and forum selection
and proposed bylaws will require the approval of the
holders of at least 66 2/3% and a majority,
respectively, of the Company's then-outstanding shares
of capital stock entitled to vote generally at an
election of directors ("Advisory Charter Proposal A").
4B. Advisory Charter Proposal B - to provide that the Mgmt No vote
federal district courts of the United States of
America will be the sole and exclusive forum for
resolving any complaint asserting a cause of action
arising under the federal securities laws, including
the Securities Act of 1933, as amended ("Advisory
Charter Proposal B").
4C. Advisory Charter Proposal C - to provide that, subject Mgmt No vote
to the limitations imposed by applicable law,
directors may be removed with cause by the affirmative
vote of the holders of at least 66 2/3% of the voting
power of all then-outstanding shares of capital stock
of the Company entitled to vote generally at an
election of directors ("Advisory Charter Proposal C").
4D. Advisory Charter Proposal D - to change the name of Mgmt No vote
the new public entity to "Electric Last Mile
Solutions, Inc." from "Forum Merger III Corporation"
("Advisory Charter Proposal D").
4E. Advisory Charter Proposal E - to, upon completion of Mgmt No vote
the business combination and the conversion of the
Company's Class B common stock, par value $0.0001 per
share ("Class B common stock"), into the Company's
Class A common stock, par value $0.0001 per share
("Class A common stock"), increase the authorized
capital stock from 111,000,000 shares, consisting of
100,000,000 shares of Class A common stock, 10,000,000
shares of Class B common stock and 1,000,000 shares of
preferred stock, ...(due to space limits, see proxy
statement for full proposal).
4F. Advisory Charter Proposal F - to eliminate various Mgmt No vote
provisions applicable only to blank check companies
("Advisory Charter Proposal F").
4G. Advisory Charter Proposal G - to change the Mgmt No vote
classification of the Board from two classes to three
classes of directors, with each class elected for
staggered terms and with each class consisting of one
third of the total number of directors constituting
the entire board of directors of the Company as nearly
as possible ("Advisory Charter Proposal G").
4H. Advisory Charter Proposal H - to provide that the Mgmt No vote
Company renounces, to the fullest extent permitted by
law, any interest or expectancy of the Company in, or
in being offered an opportunity to participate in, any
excluded opportunity pursuant to Section 122(17) of
the General Corporation Law of the State of Delaware
("Advisory Charter Proposal H").
5. Incentive Plan Proposal - To consider and vote upon a Mgmt No vote
proposal to approve a new long-term equity incentive
plan (the "Incentive Plan"), substantially in the form
attached to the accompanying proxy statement as Annex
E, including the authorization of the initial share
reserve under the Incentive Plan (the "Incentive Plan
Proposal").
6. DIRECTOR
David Boris Mgmt No vote
Neil Goldberg Mgmt No vote
Jason Luo Mgmt No vote
James Taylor Mgmt No vote
Shauna F. McIntyre Mgmt No vote
Richard N. Peretz Mgmt No vote
Brian M. Krzanich Mgmt No vote
7. Adjournment Proposal - To consider and vote upon a Mgmt No vote
proposal to approve the adjournment of the special
meeting to a later date or dates, if necessary, to
permit further solicitation and vote of proxies if
there are insufficient votes for, or otherwise in
connection with, the approval of the condition
precedent proposals (the "Adjournment Proposal"). The
Adjournment Proposal will only be presented at the
special meeting if there are not sufficient votes to
approve the condition precedent proposals.
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GRUPO AEROPORTUARIO DEL CENTRO NORTE Agenda Number: 935452209
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Security: 400501102 Meeting Type: Special
Ticker: OMAB Meeting Date: 11-Jun-2021
ISIN: US4005011022
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
I. Presentation, and in its case, approval for the Mgmt No vote
Company to issue series "B" shares to be held in the
Treasury of the Company in order to allow the
potential conversion of series "BB" shares, pursuant
to the terms of the Bylaws of the Company, and
adoption of resolutions thereof.
II. Appointment of Special Delegates. Mgmt No vote
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
ETF Opportunities Trust
(Registrant)
By /s/ Karen Shupe
Name: Karen Shupe
Title: Principal Executive Officer
Date: August 25, 2021