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): November 8, 2024
STANDARD PREMIUM FINANCE HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
| Florida | 000-56243 | 81-2624094 |
| (State or Other Jurisdiction | (Commission | (I.R.S. Employer |
| of Incorporation) | File Number) | Identification No.) |
13590 SW 134th Avenue, Suite 214, Miami, FL 33186
(Address of Principal Executive Office) (Zip Code)
305-232-2752
(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: None
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 checkmark 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.
The annual meeting of shareholders of Standard Premium Finance Holdings, Inc. (the “Company”) was held on November 8, 2024. As of the Record Date of September 9, 2024, there were 3,001,216 shares of common stock outstanding and 166,000 shares of preferred stock, for a total of 3,167,216 shares entitled to notice of and to vote at the Annual Meeting. The matters voted upon at the Annual Meeting and the results of the voting are set forth below.
Proposal 1 – Election of Directors
Shareholders approved the election of two directors to serve as directors for a three-year term to expire at the 2027 Annual Meeting. The voting results for this proposal are as follows:
| Nominee | Votes For | Votes Withheld | |||
| Brian Krogol | 2,055,706 | — | |||
| James Wall | 2,055,706 | — | |||
There were no abstentions or broker non-votes.
Proposal 2 – Ratification of independent registered accounting firm for 2024
Shareholders ratified the appointment of Assurance Dimensions, LLC to serve as the Company’s independent registered public accounting firm for its 2024 fiscal year. The voting results for this proposal are as follows:
| Votes For | Votes Against | Abstain | |||
| 2,055,706 | — | — | |||
There were no broker non-votes.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
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.
| STANDARD PREMIUM FINANCE HOLDINGS, INC. | ||
| Dated: November 12, 2024 | By: | /s/ William J. Koppelmann |
| William J. Koppelmann Chairman and Chief Executive Officer | ||
