(Address
of Principal Executive Offices and Zip Code)
________________________
(i401) i475-8474
(Registrant’s telephone number, including area code)
Not Applicable
(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:
i☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i☐ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i☐ 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, $0.01 par value
iBALY
iNew
York Stock Exchange
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).
Emerging growth company i☒
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☒
Item
5.07 Submission of Matters to a Vote of Security Holders.
Bally's Corporation (the “Company”) held its 2021 Annual Meeting of Shareholders (the “Annual Meeting”) virtually on May 18, 2021. There were 30,925,545 outstanding shares of common stock entitled to vote at the Annual Meeting, of which 27,806,061 were present or represented by proxy. The Company’s shareholders voted on six proposals at the Annual Meeting. The results of voting on six proposals, including final voting tabulations, are set forth below.
Proposal 1 - Election of Directors
At the Annual Meeting, the shareholders elected Terrence Downey, Jaymin B. Patel
and Wanda Y. Wilson to serve as directors for a term of three years. The vote was as follows:
For
Against
Abstain
Broker Non-Votes
Terrence
Downey
21,887,917
4,618,827
358,082
941,235
Jaymin B. Patel
25,897,334
609,930
357,562
941,235
Wanda Y. Wilson
23,556,604
2,950,751
357,471
941,235
Proposal
2 - Adoption of Amendment to the Company's Charter to Increase the Number of Authorized Shares of Common Stock
At the Annual Meeting, the shareholders approved an increase in the number of authorized shares of common stock from 100,000,000 to 200,000,000. The vote was as follows:
For
Against
Abstain
Broker
Non-Votes
26,419,932
170,095
1,216,034
—
Proposal 3 - Adoption of Amendment to the Company's Charter to Create a New Class of Preferred Stock
At the Annual Meeting, the shareholders approved the creation of a new class of preferred stock. The vote was as follows:
For
Against
Abstain
Broker
Non-Votes
18,047,903
8,438,054
378,869
941,235
Proposal 4 - Adoption of Amendment to Company's Charter of Incorporation to Approve Provisions Required by New Jersey Regulators
At the Annual Meeting, the shareholders approved the addition of provisions in the Company's charter required by New Jersey regulators. The vote was as follows:
For
Against
Abstain
Broker
Non-Votes
26,500,709
5,933
358,184
941,235
Proposal 5 - Approval of Bally's Corporation 2021 Equity Incentive Plan
At the Annual Meeting, the shareholders approved the Bally’s Corporation 2021 Equity Incentive Plan. The vote was as follows:
For
Against
Abstain
Broker
Non-Votes
22,327,933
4,154,651
382,242
941,235
Proposal 6 - Ratification of the Appointment of Independent Registered Public Accounting Firm
At the Annual Meeting, the shareholders approved the ratification of the appointment of Deloitte & Touche, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2021.
The vote was as follows:
For
Against
Abstain
Broker Non-Votes
27,380,801
52,928
372,332
—
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.