Document/ExhibitDescriptionPagesSize 1: 8-K Current Report HTML 53K
5: R1 Cover HTML 46K
8: XML IDEA XML File -- Filing Summary XML 11K
6: XML XBRL Instance -- actg-20230516_htm XML 22K
7: EXCEL IDEA Workbook of Financial Report Info XLSX 8K
3: EX-101.LAB XBRL Labels -- actg-20230516_lab XML 69K
4: EX-101.PRE XBRL Presentations -- actg-20230516_pre XML 34K
2: EX-101.SCH XBRL Schema -- actg-20230516 XSD 10K
9: JSON XBRL Instance as JSON Data -- MetaLinks 12± 17K
10: ZIP XBRL Zipped Folder -- 0000934549-23-000065-xbrl Zip 17K
(Registrant’s telephone number, including area code): (i949) i480-8300
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:
io
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
io
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
io
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
io
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:
Title of each class
Trading Symbol
Name of each exchange on which registered
iCommon
Stock, par value $0.001 per share
iACTG
iThe Nasdaq Stock Market, LLC
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). i 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.
Item
5.07.
Submission of Matters to a Vote of Security Holders.
On May 16, 2023, Acacia Research Corporation (the “Company”) held its 2023 Annual Meeting of Stockholders (the “Annual Meeting”) virtually via live webcast atwww.virtualshareholdermeeting.com/ACTG2023. As of March 20, 2023, the record date for the Annual Meeting, there were 58,560,031 shares of the Company’s common stock (the “Common Stock”), issued, outstanding
and entitled to vote, and 350,000 shares of the Company’s Series A Convertible Preferred Stock (“Preferred Shares”) issued, outstanding and entitled to 9,589,042 votes.
At the Annual Meeting, 47,369,240 shares of the Common Stock and 350,000 Preferred Shares were present virtually or represented by proxy, constituting a quorum for the conduct of business at the Annual Meeting.
Set forth below are brief descriptions of the proposals voted upon at the Annual Meeting, and the final results of the stockholder vote on each proposal, as certified by Broadridge Financial Solutions Inspector of Election Services, the inspector of election for the Annual Meeting. These proposals are described in more detail in the
Company’s definitive proxy statement, filed with the Securities and Exchange Commission on April 17, 2023.
Proposal No. 1: To elect six directors to serve on the Company’s Board of Directors until the 2024 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified.
Directors
For
Against
Abstain
Broker Non-Votes
Gavin
Molinelli
46,483,100
790,095
12,825
9,322,262
Isaac T. Kohlberg
45,582,007
1,694,410
9,603
9,322,262
Maureen O’Connell
46,042,948
1,233,470
9,602
9,322,262
Geoff Ribar
46,018,331
1,254,864
12,825
9,322,262
Jonathan
Sagal
46,179,591
1,096,676
9,753
9,322,262
Katharine Wolanyk
43,429,688
3,843,646
12,686
9,322,262
Proposal No. 2: To ratify the appointment of Grant Thornton, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December
31, 2023.
Votes For
Votes Against
Votes Abstaining
Broker Non-Votes
56,439,305
158,846
10,131
Proposal No. 3: To approve, on a non-binding, advisory basis, the compensation of the
Company’s named executive officers.
Votes For
Votes Against
Votes Abstaining
Broker Non-Votes
45,156,929
1,293,860
835,231
9,322,262
Proposal No. 4: To approve, on
a non-binding, advisory vote, the frequency of future advisory votes on the compensation of the Company’s named executive officers.
1 Year
2 Years
3 Years
Abstain
Broker Non-Votes
44,147,236
17,395
2,194,380
927,009
9,322,262
Proposal No. 5: To approve the vote to amend the Amended and Restated Certificate of Designations, Preferences and Rights of Series A Convertible Preferred Stock (the “Certificate of Designations”) to remove the Maximum Percentage limitation, as defined in the Certificate of Designation.
Votes For
Votes Against
Votes Abstaining
Broker Non-Votes
46,582,135
626,642
77,243
9,322,262
No
other matters were presented for consideration or stockholder action at the Annual Meeting.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
