UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Securities registered pursuant to Section 12(b) of the Act:
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| The Stock Market LLC | ||||
| The 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).
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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 20, 2023, the Company held its 2023 Annual Meeting, and the voting results for the proposals were as listed below:
Proposal 1: Election of Directors
The votes to elect five directors to hold office until the 2024 Annual Meeting of Shareholders were as follows:
| Shares Voted For | Shares Withheld | |||||||
| Arik Maimon | 1,051,597 | 626,314 | ||||||
| Michael De Prado | 1,051,559 | 626,352 | ||||||
| Adiv Baruch | 1,053,136 | 624,775 | ||||||
| Lexi Terrero | 1,053,136 | 624,775 | ||||||
| Haim Yeffet | 1,051,597 | 626,314 | ||||||
Each of the five directors were approved by the shareholders.
Proposal 2:
The votes to approve, pursuant to Nasdaq listing rules, of the issuance of up to 1,232,606 shares of our common stock upon the exercise of our common stock purchase warrant (the “Inducement Warrant”) issued to an institutional investor in connection with the Warrant Exercise and Inducement Letter dated August 21, 2023 and the issuance of up to 43,141shares of common stock upon the exercise of the placement agent warrants issued to the designees of H.C. Wainwright & Co.
| Shares Voted For | Shares Voted Against | Shares Abstaining | ||
| 942,521 | 628,441 | 105,564 |
The Inducement Warrant Exercise Proposal was approved by the shareholders.
Proposal 3:
The votes to approve an amendment to our Amended and Restated Articles of Incorporation, as amended, to increase the number of authorized shares of common stock from 27,692,307 to 100,000,000 shares.
| Shares Voted For | Shares Voted Against | Shares Abstaining | ||
| 929,715 | 739,306 | 7,405 |
The Authorized Common Stock Proposal was not approved by the shareholders although more shareholders voted for the amendment than against.
Proposal 4:
The votes to approve the Cuentas 2023 Share Incentive Plan.
| Shares Voted For | Shares Voted Against | Shares Abstaining | ||
| 1,051,849 | 617,445 | 7,040 |
The 2023 Plan Proposal was approved by the shareholders.
Proposal 5: Ratification of the appointment of independent registered public accounting firm.
The votes to ratify the appointment of Yarit + Partners (ISR.) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 were as follows:
| Shares Voted For | Shares Voted Against | Shares Abstaining | ||
| 1,063,887 | 605,561 | 7,078 |
The shareholders ratified the appointment of Yarit + Partners as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
[signature page follows]
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SIGNATURE
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.
| Cuentas, Inc. | |||
| Date: December 27, 2023 | By: | /s/ Arik Maimon | |
| Name: | Arik Maimon | ||
| Title: | Chief Executive Officer | ||
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