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): August 26, 2021
Aemetis, Inc. |
(Exact name of registrant as specified in its charter) |
Nevada |
| 001-36475 |
| 26-1407544 |
(State or other jurisdiction of incorporation) |
| (Commission File Number) |
| (IRS Employer Identification No.) |
20400 Stevens Creek Blvd., Suite 700
Cupertino, CA 95014
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (408) 213-0940
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(Former name or former address, if changed since last report.)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common Stock, par value $0.001 | AMTX | NASDAQ Stock Market |
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))
☐ 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).
☐ 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 the Company held on August 26, 2021, the following proposals were voted on by the Company’s stockholders, as set forth below:
Proposal 1: Election of Director
| For | Withhold | Broker Non-Vote |
Naomi L. Boness | 17,256,095.32 | 619,713 | 7,082,063 |
The foregoing candidate was elected to the Company’s board of directors.
Proposal 2: Ratification of Auditors
For | Against | Abstain |
17,593,640.32 | 6,760,042 | 604,189 |
The appointment of RSM US LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021 was ratified.
Proposal 3: Reincorporation of Aemetis, Inc. from the State of Nevada to the State of Delaware and Adoption of Other Corporate Changes
For | Against | Withhold |
17,582,191.32 | 6,772,755 | 602,925 |
The proposal to reincorporate the Company from the State of Nevada to the State of Delaware and adopt certain other corporate changes was ratified.
Proposal 4: Ratification of the Proposed Amendment to the Aemetis, Inc. 2019 Stock Plan
For | Against | Withhold |
17,565,813.32 | 6,774,881 | 617,177 |
The proposed amendment to the Company’s 2019 Stock Plan was ratified.
Proposal 5: Authorization to Adjourn the Annual Meeting
For | Against | Withhold | Broker Non-Vote |
17,236,668.32 | 42,320 | 596,820 | 7,082,063 |
The authorization to adjourn the Annual Meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes at the Annual Meeting in favor of Proposal No. 3 was ratified.
Proposal 6: Advisory Vote on the Frequency of an Advisory Vote on Executive Compensation
One Year | Two Years | Three Years | Abstain | Broker Non-Vote |
7,425,267.81 | 717,346 | 9,099,129 | 634,065.5 | 7,082,063 |
The Company’s stockholders recommended, on an advisory basis, to hold an advisory vote on the Company’s executive compensation every three years. Based on these results, and consistent with the Company’s recommendation, the Company’s Board of Directors has adopted a policy to hold an advisory vote on the Company’s executive compensation every three years, until the next advisory vote on the frequency of stockholder votes on the Company’s executive compensation.
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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.
| Aemetis, Inc. |
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August 30, 2021 | By: | /s/ Eric A. McAfee |
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| �� | Eric A. McAfee |
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| Chief Executive Officer |
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