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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 6/07/22 EzFill Holdings Inc. 8-K:5,9 6/03/22 11:421K M2 Compliance LLC/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 38K 2: EX-10.1 Material Contract HTML 110K 6: R1 Cover HTML 50K 9: XML IDEA XML File -- Filing Summary XML 12K 7: XML XBRL Instance -- form8-k_htm XML 15K 8: EXCEL IDEA Workbook of Financial Reports XLSX 6K 4: EX-101.LAB Inline XBRL Taxonomy Extension Label Linkbase XML 97K Document -- ezfl-20220603_lab 5: EX-101.PRE Inline XBRL Taxonomy Extension Presentation XML 64K Linkbase Document -- ezfl-20220603_pre 3: EX-101.SCH Inline XBRL Taxonomy Extension Schema Document -- XSD 12K ezfl-20220603 10: JSON XBRL Instance as JSON Data -- MetaLinks 25± 33K 11: ZIP XBRL Zipped Folder -- 0001493152-22-016100-xbrl Zip 37K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): i June 3, 2022
(Exact Name of Registrant as Specified in Its Charter)
(State or Other Jurisdiction of Incorporation)
i 001-40809 | i 83-4260623 | |
(Commission File Number) |
(IRS Employer Identification No.) |
i 2999 NE 191st Street, i Suite 500, i Aventura, i Florida i 33180
(Address of Principal Executive Offices)
(Registrant’s Telephone Number, Including Area Code)
(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):
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
i Common Stock, $0.0001 | i EZFL | i NASDAQ Capital Market |
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. i ☐
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As noted in Item 5.07 below, on June 3, 2022, the stockholders of EzFill Holdings, Inc. (the “Company”) approved the Company’s EzFill Holdings, Inc. 2022 Equity Incentive Plan (the “2022 Plan”), pursuant to which 2,600,000 shares of the Company’s common stock will be made available for issuance under the 2022 Plan. The 2022 Plan is described in more detail in the Company’s 2022 Proxy Statement, which was filed with the Securities and Exchange Commission on April 25, 2022. A copy of the 2022 Plan is attached hereto as Exhibit 10.1.
On June 3, 2022, the Board of Directors of the Company (the “Board”) approved the issuance of shares of common stock to non-employee members of the Board pursuant to the Company’s EzFill Holdings, Inc. 2020 Equity Incentive Plan and 2022 Plan in connection with their appointments to the Board in the aggregate amount of 776,762 shares (the “Shares”). The Shares will fully vest in 12 months from the grant date or one day before the following year’s annual meeting, whichever is sooner. Should a member leave the Board prior to vesting, that member will be awarded a grant on a pro rata basis based on the time spent as a member of the Board.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The Company held its Annual Meeting of Stockholders on June 3, 2022. Each share of the Company’s common stock was entitled to one vote per share. The matters voted upon and the results are set forth below.
Proposal One: Election of Directors.
Stockholders elected each of the following nominees as director to hold office until the next meeting of the Company’s stockholders and until his or her successor is elected and qualified.
Nominee | Votes For | Votes Withheld | Broker Non-Votes | |||
Michael McConnell | 17,237,874 | 246,605 | 1,611,182 | |||
Richard Dery | 17,235,706 | 248,773 | 1,611,182 | |||
Allen Weiss | 17,235,066 | 249,413 | 1,611,182 | |||
Jack Levine | 17,143,639 | 340,840 | 1,611,182 | |||
Luis Reyes | 17,129,564 | 354,915 | 1,611,182 | |||
Mark Lev | 17,129,564 | 354,915 | 1,611,182 | |||
Cheryl Hanrehan | 16,016,602 | 1,467,877 | 1,611,182 |
Proposal Two: Approval of the EzFill Holdings, Inc. 2022 Equity Incentive Plan.
As noted above, stockholders approved the Company’s 2022 Equity Incentive Plan.
For | Against | Abstentions | Broker Non-Votes | |||
17,196,254 | 253,304 | 34,921 | 1,611,182 |
Proposal Three: Ratification of Appointment of Independent Auditor.
Stockholders approved the ratification of the appointment of M&K CPAs, PLLC as the Company’s independent auditors for the fiscal year ending December 31, 2022.
For | Against | Abstentions | Broker Non-Votes | |||
18,699,799 | 233,642 | 162,220 | 0 |
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. | Description | |
10.1 | EzFill Holdings, Inc. 2022 Equity Incentive Plan | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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.
Date: June 7, 2022
EZFILL HOLDINGS, INC. | |
/s/ Michael McConnell | |
Michael McConnell | |
Chief Executive Officer |
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This ‘8-K’ Filing | Date | Other Filings | ||
---|---|---|---|---|
12/31/22 | ||||
Filed on: | 6/7/22 | 4 | ||
For Period end: | 6/3/22 | 4, 8-K | ||
4/25/22 | DEF 14A | |||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/01/24 EzFill Holdings Inc. 10-K 12/31/23 81:13M M2 Compliance LLC/FA 2/01/24 EzFill Holdings Inc. S-1/A 3:625K M2 Compliance LLC/FA 1/18/24 EzFill Holdings Inc. S-1/A 98:15M M2 Compliance LLC/FA 12/15/23 EzFill Holdings Inc. S-1/A 102:15M M2 Compliance LLC/FA 11/28/23 EzFill Holdings Inc. S-1 103:15M M2 Compliance LLC/FA 4/13/23 EzFill Holdings Inc. 424B5 1:457K M2 Compliance LLC/FA 3/20/23 EzFill Holdings Inc. 10-K 12/31/22 76:6.7M M2 Compliance LLC/FA 2/17/23 EzFill Holdings Inc. 424B5 1:375K M2 Compliance LLC/FA 1/09/23 EzFill Holdings Inc. DEF 14C 1/09/23 1:137K M2 Compliance LLC/FA 12/29/22 EzFill Holdings Inc. PRE 14C 12/29/22 1:137K M2 Compliance LLC/FA 12/22/22 EzFill Holdings Inc. S-3 4:393K M2 Compliance LLC/FA 11/14/22 EzFill Holdings Inc. 10-Q 9/30/22 65:4.5M M2 Compliance LLC/FA 8/12/22 EzFill Holdings Inc. 10-Q 6/30/22 65:4.3M M2 Compliance LLC/FA |