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Published: 2022-12-15 15:00:56 ET
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8-K
0001477246false00014772462022-12-142022-12-14

 

 

 

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): December 14, 2022

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S&W SEED COMPANY

(Exact name of registrant as specified in Its charter)

 

Nevada

001-34719

27-1275784

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification Number)

 

2101 Ken Pratt Blvd, Suite 201

Longmont, CO

 

80501

(Address of principal executive offices)

 

(Zip Code)

 

Registrant's telephone number, including area code: (720) 506-9191

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:

 

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))

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, par value $0.001 per share

SANW

The 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).

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 December 14, 2022, S&W Seed Company (the "Company") held its Annual Meeting of Stockholders (the "Annual Meeting"). A summary of the matters voted upon by stockholders at the Annual Meeting is set forth below, which matters are described in detail in the definitive proxy statement relating to the Annual Meeting (the "Proxy Statement").

Proposal 1. Election of Directors

The Company's stockholders elected the five persons listed below as directors of the Company, each to serve until the next Annual Meeting of Stockholders and until his successor is elected, or, if sooner, until his death, resignation or removal. The final voting results were as follows:

Name

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

Mark J. Harvey

 

29,209,400

 

260,586

 

498,205

 

6,579,310

Mark Herrmann

 

29,429,964

 

135,673

 

402,554

 

6,579,310

Alexander C. Matina

 

24,809,111

 

263,617

 

4,895,463

 

6,579,310

Alan D. Willits

 

29,056,743

 

508,936

 

402,512

 

6,579,310

Mark W. Wong

 

24,705,705

 

366,812

 

4,895,674

 

6,579,310

Proposal 2. Ratification of the Selection of Independent Registered Public Accounting Firm

The Company's stockholders ratified the selection of Crowe LLP as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2023. The final voting results were as follows:

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

35,970,991

 

110,829

 

465,681

 

0

Proposal 3. Advisory Vote on Executive Compensation

The Company's stockholders approved, on an advisory basis, the compensation of the Company's Named Executive Officers, as disclosed in the Proxy Statement. The final voting results were as follows:

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

23,662,501

 

5,576,736

 

728,954

 

6,579,310

 

 


 

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.

 

 

S&W SEED COMPANY

 

 

 

 

 

 

 

By:

/s/ Elizabeth Horton

 

 

Elizabeth Horton

 

 

Chief Financial Officer

 

Date: December 15, 2022