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
Date of Report (Date of Earliest Event
Reported):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
|
|
|
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area
code:
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 |
|
$0.001 Par Value Per Share |
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 June 14, 2023, Vertex Energy, Inc. (“we”, “us” or the “Company”) held its 2023 Annual Meeting of Stockholders (the “Meeting”). The following three proposals were voted on at the Meeting (as described in greater detail in the Definitive Proxy Statement on Schedule 14A, filed with the Securities and Exchange Commission on May 2, 2023 (the “Proxy”)), with the results of such voting as set forth below. Capitalized terms have the meanings given to such terms in the Proxy and this Form 8-K should be read in connection with the Proxy.
Proposal 1
The individuals listed below were elected at the Meeting to serve as directors of the Company until the next annual meeting of stockholders and until their successors are duly elected and qualified:
| For | Withhold | Broker Non-Votes | ||||||||||
| Benjamin P. Cowart | 29,713,802 | 430,058 | 1,941,635 | |||||||||
| Dan Borgen | 21,702,898 | 8,440,962 | 1,941,635 | |||||||||
| Karen Maston | 29,677,195 | 466,665 | 1,941,635 | |||||||||
| Christopher Stratton | 18,876,322 | 11,267,538 | 1,941,635 | |||||||||
| Timothy C. Harvey | 29,344,509 | 799,351 | 1,941,635 | |||||||||
| Odeh Khoury | 29,869,637 | 274,223 | 1,941,635 | |||||||||
Proposal 2
A management proposal to ratify the appointment of Ham, Langston & Brezina, L.L.P., as the Company’s independent auditors for the fiscal year ending December 31, 2023 was approved.
| For | Against | Abstain | Broker Non-Votes | |||
| 31,837,380 | 198,793 | 49,322 | -0- |
Proposal 3
A stockholder proposal entitled “Directors to be Elected by Majority Vote” was not approved.
| For | Against | Abstain | Broker Non-Votes | |||
| 14,683,563 | 14,997,711 | 462,586 | 1,941,635 |
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.
| VERTEX ENERGY, INC. | ||
| Date: June 16, 2023 | By: | /s/ Chris Carlson |
| Chris Carlson | ||
Chief Financial Officer | ||