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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 9/16/22 AST SpaceMobile, Inc. 8-K:5,9 9/15/22 11:263K M2 Compliance LLC/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 53K 6: R1 Cover HTML 53K 9: XML IDEA XML File -- Filing Summary XML 11K 7: XML XBRL Instance -- form8-k_htm XML 20K 8: EXCEL IDEA Workbook of Financial Reports XLSX 8K 3: EX-101.DEF XBRL Definitions -- asts-20220915_def XML 74K 4: EX-101.LAB XBRL Labels -- asts-20220915_lab XML 104K 5: EX-101.PRE XBRL Presentations -- asts-20220915_pre XML 71K 2: EX-101.SCH XBRL Schema -- asts-20220915 XSD 15K 10: JSON XBRL Instance as JSON Data -- MetaLinks 27± 35K 11: ZIP XBRL Zipped Folder -- 0001493152-22-026020-xbrl Zip 22K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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 September 15, 2022
(Exact
name of registrant as specified in its charter)
| i Delaware | i 001-39040 | i 84-2027232 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| i 79706 | ||
| (Address of principal executive offices) | (Zip Code) |
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:
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading Symbol(s) | Name of each exchange on which registered | ||
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 ☐
C:
Item 5.07 Submission of Matters to a Vote of Security Holders.
On September 15, 2022, AST SpaceMobile, Inc. (the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”), at which stockholders voted on proposals to (i) elect each of the ten directors nominated by the Company’s Board of Directors, each for a term expiring at the Company’s 2023 Annual Meeting of Stockholders and (ii) ratify the Audit Committee’s appointment of KPMG LLP as our independent registered public accounting firm for our fiscal year ended December 31, 2022.
The Company has three classes of common stock and holders of each class of common stock as of July 18, 2022 (the “Record Date”) were entitled to vote at the 2022 Annual Meeting of Stockholders. Holders of the Company’s Class A Common Stock and Class B Common Stock were entitled to one vote per share on each of the forgoing proposals and holders of the Company’s Class C Common Stock were entitled to ten votes per share on each of the forgoing proposals. There were 25,857,254 shares of the Company’s Class A Common Stock, 40,623,353 shares of the Company’s Class B Common Stock and 78,163,078 shares of the Company’s Class C Common Stock represented either in person or by proxy at the meeting, which represented 95.8% of the total voting power of the Company, thereby constituting a quorum.
A summary of the voting results, as certified by the Inspector of Election for the Annual Meeting, Shanti Gupta, is set forth below.
Proposal 1: Election of Directors
| Director Nominee | Votes For | Votes Withheld | Broker Non-Votes | |||||||||
| Abel Avellan | 834,849,450 | 1,305,921 | 11,956,016 | |||||||||
| Tareq Amin | 834,851,902 | 1,303,469 | 11,956,016 | |||||||||
| Adriana Cisneros | 834,768,668 | 1,386,703 | 11,956,016 | |||||||||
| Alexander Coleman | 834,883,124 | 1,272,247 | 11,956,016 | |||||||||
| Luke Ibbetson | 834,863,595 | 1,291,776 | 11,956,016 | |||||||||
| Edward Knapp | 834,865,526 | 1,289,845 | 11,956,016 | |||||||||
| Hiroshi Mikitani | 834,854,937 | 1,300,434 | 11,956,016 | |||||||||
| Ronald Rubin | 834,887,149 | 1,268,222 | 11,956,016 | |||||||||
| Richard Sarnoff | 834,750,157 | 1,405,214 | 11,956,016 | |||||||||
| Julio A. Torres | 834,849,644 | 1,305,727 | 11,956,016 | |||||||||
Each of the ten nominees for director was elected to serve until the 2023 Annual Meeting of Stockholders.
Proposal 2: Ratification of Appointment of Independent Registered Public Accounting Firm
| Votes For | Votes Against | Votes Withheld | Broker Non-Votes | ||||||||||
| 847,107,976 | 705,268 | 298,143 | - | ||||||||||
The stockholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
C:
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.
| Dated: September 16, 2022 | ||
| AST SPACEMOBILE, INC. | ||
| By: | /s/ Sean R. Wallace | |
| Name: | Sean R. Wallace | |
| Title: | Chief Financial Officer | |
C:
C:
| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 12/31/22 | ||||
| Filed on: | 9/16/22 | |||
| For Period end: | 9/15/22 | |||
| 7/18/22 | 8-K | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 1/19/24 AST SpaceMobile, Inc. 424B5 1:677K M2 Compliance LLC/FA 1/18/24 AST SpaceMobile, Inc. 424B5 1:683K M2 Compliance LLC/FA 6/29/23 AST SpaceMobile, Inc. 424B5 1:625K M2 Compliance LLC/FA 6/27/23 AST SpaceMobile, Inc. 424B5 1:631K M2 Compliance LLC/FA 12/01/22 AST SpaceMobile, Inc. 424B5 1:550K M2 Compliance LLC/FA 11/29/22 AST SpaceMobile, Inc. 424B5 1:552K M2 Compliance LLC/FA 11/15/22 AST SpaceMobile, Inc. 424B5 1:507K M2 Compliance LLC/FA 10/31/22 AST SpaceMobile, Inc. S-3 11/01/22 5:563K M2 Compliance LLC/FA |