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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/30/20 Toughbuilt Industries, Inc 8-K:5 3/27/20 1:50K M2 Compliance/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 23K
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): March 27, 2020
TOUGHBUILT INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
| Nevada | 001-38739 | 46-0820877 | ||
| (State
or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS
Employer Identification No.) |
25371 Commercentre Drive, Suite 200
Lake Forest, CA
(Address of principal executive offices)
92630
(Zip code)
(949) 528-3100
(Registrant’s telephone number, including area code)
None
(Former name or former address, if changed since last report.)
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 Instruction A.2 below):
| [ ] | 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).
[X] 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(s) | Name of each exchange on which registered: | ||
| Common stock | TBLT | NASDAQ CAPITAL MARKET | ||
| Series A Warrants | TBLTW | NASDAQ CAPITAL MARKET |
C:
Item 5.07 Submission of Matters to a Vote of Security Holders.
On March 27, 2020, ToughBuilt Industries, Inc., a Nevada corporation (the “Company”), held an annual meeting of shareholders (the “Meeting”). At the Meeting, the Company’s stockholders voted as follows on the following proposals:
(i) Election of directors:
| Name | Votes For | Votes Against | Abstentions | |||||
| Michael Panosian | 20,047,422 | - | 5,844,812 | |||||
| Robert Faught | 20,197,426 | - | 5,694,808 | |||||
| Frederick D. Furry | 20,196,678 | - | 5,695,556 | |||||
| Paul Galvin | 20,038,115 | - | 5,854,119 | |||||
| Joshua Keeler | 20,253,382 | - | 5,638,852 | |||||
| Linda Moosaian | 20,242,867 | - | 5,649,367 |
(ii) Approval Pursuant to Nasdaq Marketplace Rule 5635:
| Votes For | Votes Against | Abstentions | ||
| 15,999,524 | 5,217,274 | 4,675,436 |
(iii) The authorization of the Board, without further action of the stockholders, to amend the Articles of Incorporation to implement a reverse stock split of our capital stock, at a ratio within the range of 1-for-2 to 1-for-30:
| Votes For | Votes Against | Abstentions | ||
| 35,099,163 | 11,273,154 | 95,568 |
(iv) Amendment of the 2018 Equity Incentive Plan:
| Votes For | Votes Against | Abstentions | ||
| 15,209,104 | 5,932,999 | 4,750,130 |
(v) Discretionary (non binding) shareholder vote on executive compensation:
| Votes For | Votes Against | Abstentions | ||
| 15,056,983 | 5,296,330 | 5,538,921 |
C:
SIGNATURE
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.
| TOUGHBUILT INDUSTRIES, INC. | ||
| Date: March 30, 2020 | By: | /s/ Michael Panosian |
| Name: | Michael Panosian | |
| Title: | Chief Executive Officer and President | |
C:
| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 3/30/20 | 10-K | ||
| For Period end: | 3/27/20 | |||
| List all Filings | ||||