UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On January 30, 2024, Polished.com Inc. (the “Company”) held its annual meeting of stockholders via live audio webcast (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on two proposals, which are described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on December 26, 2023.
Also on January 30, 2024, First Coast Results, Inc. (the “Inspector of Election”), the independent inspector of election for the Annual Meeting, issued its final report, which certified the final voting results for the Annual Meeting. Based on the certified final voting results received from the Inspector of Election, of the 2,109,347 shares of the Company’s common stock outstanding as of the record date of December 18, 2023, 1,134,678 shares, or 53.79%, were represented at the Annual Meeting either in person or by proxy, constituting a quorum.
Set forth below are the proposals voted upon at the Annual Meeting, and the final voting results as provided by the Inspector of Election, based on the information available to the Inspector of Election.
Proposal 1: Election of Directors
The Company’s stockholders elected Ellery W. Roberts, Houman Akhavan, Ellette A. Anderson, Clark R. Crosnoe, Glyn C. Milburn, James M. Schneider, G. Alan Shaw and Edward J. Tobin as directors, each to hold office until the Company’s next annual meeting of stockholders or until his or her respective successor is elected and qualified. The votes cast were as follows:
| Company Nominees | For | Withheld | ||||||
| Ellery W. Roberts | 261,122 | 117,202 | ||||||
| Houman Akhavan | 307,566 | 70,758 | ||||||
| Ellette A. Anderson | 302,716 | 75,608 | ||||||
| Clark R. Crosnoe | 309,591 | 68,733 | ||||||
| Glyn C. Milburn | 302,176 | 76,148 | ||||||
| James M. Schneider | 308,802 | 69,522 | ||||||
| G. Alan Shaw | 304,404 | 73,920 | ||||||
| Edward J. Tobin | 305,205 | 73,117 | ||||||
| Other Nominees | For | Withheld | ||||||
| Jerald Hammann | 71,385 | 286,699 | ||||||
Proposal 2: Ratification of Selection of Independent Registered Public Accounting Firm
The Company’s stockholders ratified the selection of Sadler, Gibb & Associates, LLC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. The votes cast were as follows:
| For | Against | Abstain | ||
| 998,346 | 88,769 | 47,563 |
Item 8.01 Other Events.
On January 31, 2024, the Company issued a press release announcing the final results of the Annual Meeting. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number |
Description | |
| 99.1 | Press Release dated January 31, 2024, issued by Polished.com Inc. | |
| 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, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| POLISHED.COM INC. | ||
| By: | /s/ Robert D. Barry | |
| Name: | Robert D. Barry | |
| Title: | Interim Chief Financial Officer | |
Dated: January 31, 2024
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