UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 27, 2022, Reliance Global Group, Inc. (the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders re-elected Ezra Beyman, Alex Blumenfrucht, Scott Korman, Ben Fruchtzweig and Sheldon Brickman as directors, each to serve until the next Annual Meeting of Stockholders and until such director’s successor is duly elected and qualified.
Item 5.07. Submission of Matters to a Vote of Security Holders.
On October 27, 2022, at the Annual Meeting, the Company’s stockholders voted on the following four (4) proposals and votes were cast as described below. These matters are described in detail in the Definitive Proxy Statement.
The final results for Proposals 1, 2, 3 and 4 as set forth in the Definitive Proxy Statement are as follows:
The voting results at the Annual Meeting for each proposal were as follows:
Proposal No. 1 — Election of Directors
The following five (5) individuals were re-elected as directors, each to serve a until the next Annual Meeting of Stockholders and until such director’s successor is duly elected and qualified with the following votes:
| For | Withheld | Broker Non-Votes | ||||||||||
| Ezra Beyman | 6,373,371 | 103,692 | 4,072,958 | |||||||||
| Alex Blumenfrucht | 6,338,560 | 138,503 | 4,072,958 | |||||||||
| Scott Korman | 6,382,207 | 94,856 | 4,072,958 | |||||||||
| Ben Fruchtzweig | 6,378,501 | 98,562 | 4,072,958 | |||||||||
| Sheldon Brickman | 6,104,805 | 372,258 | 4,072,958 | |||||||||
Proposal No. 2 — Ratification of Appointment of Independent Registered Public Accounting Firm (Mazars USA LLP)
The stockholders ratified and approved the appointment of Mazars USA LLP as the Company’s independent registered public accounting firm for the year ending on December 31, 2022
| For | Against | Abstain | Broker Non-Votes | |||
| 9,719,922 | 80,384 | 749,715 | 0 |
Proposal No. 3 — Advisory Approval of Executive Compensation
The stockholders approved the advisory approval of executive compensation.
| For | Against | Abstain | Broker Non-Votes | |||
| 6,216,922 | 225,725 | 34,416 | 4,072,958 |
Proposal No. 4 — Recommendation Frequency of Holding an Advisory Vote on Executive Compensation
The stockholders approved a three-year frequency for holding an advisory vote on executive compensation.
| One Year | Two Years | Three Years | Abstain | Broker Non-Votes | ||||
| 761,428 | 41,502 | 5,657,993 | 16,140 | 4,072,958 |
As reported above, in a non-binding advisory vote on the frequency of future say on pay votes held at the Annual Meeting, 761,428 shares voted for one year, 41,502 shares voted for two years, 5,657,993 shares voted for three years, 16,140 shares abstained and there were 4,072,958 broker non-votes. The Company has considered the outcome of this advisory vote and has determined, as was recommended with respect to this proposal by the Company’s board of directors in the proxy statement for the Annual Meeting, that the Company has adopted a three-year frequency for holding this advisory vote until the next required vote on frequency.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number |
Description | |
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document) |
| 2 |
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: October 28, 2022 | RELIANCE GLOBAL GROUP, INC. | |
| By: | /s/ Ezra Beyman | |
| Name: | Ezra Beyman | |
| Title: | Chief Executive Officer | |
| 3 |