AST SpaceMobile, Inc 8-K, filed Aug 17, 2023
AST SpaceMobile, Inc. (ASTS)
About this 8-K
AST SpaceMobile, Inc filed this 8-K on August 17, 2023.
Items reported
- Item 5.07: Shareholder vote results
- Item 9.01: Financial statements and exhibits
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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Item 5.07 Submission of Matters to a Vote of Security Holders.
On August 17, 2023, AST SpaceMobile, Inc. (the “Company”) held its 2023 Annual Meeting of Stockholders (the “Annual Meeting”), at which stockholders voted on proposals to (i) elect each of the directors nominated by the Company’s Board of Directors, each for a term expiring at the Company’s 2024 Annual Meeting of Stockholders and (ii) ratify the Audit Committee’s appointment of KPMG LLP as our independent registered public accounting firm for our fiscal year ended December 31, 2023. As disclosed on our Current Report on Form 8-K filed with the Securities and Exchange Commission on August 10, 2023, Tareq Amin did not stand for re-election at the Annual Meeting.
The Company has three classes of common stock and holders of each class of common stock as of June 20, 2023 (the “Record Date”) were entitled to vote at the 2023 Annual Meeting of Stockholders. Holders of the Company’s Class A Common Stock and Class B Common Stock were entitled to one vote per share on each of the forgoing proposals and holders of the Company’s Class C Common Stock were entitled to ten votes per share on each of the forgoing proposals. There were 114,639,962 shares of the Company’s Class A, Class B and Class C Common Stock represented either in person or by proxy at the meeting, which represented 90.0% of the total voting power of the Company, thereby constituting a quorum.
A summary of the voting results, as certified by the Inspector of Election for the Annual Meeting, Shanti Gupta, is set forth below.
Proposal 1: Election of Directors
| Director Nominee | Votes For | Votes Withheld | Broker Non-Votes | |||
| Abel Avellan | 793,371,195 | 2,338,359 | 22,398,110 | |||
| Adriana Cisneros | 793,263,661 | 2,445,893 | 22,398,110 | |||
| Alexander Coleman | 795,120,895 | 588,659 | 22,398,110 | |||
| Luke Ibbetson | 793,221,700 | 2,487,854 | 22,398,110 | |||
| Edward Knapp | 793,171,325 | 2,538,229 | 22,398,110 | |||
| Hiroshi Mikitani | 792,718,130 | 2,991,424 | 22,398,110 | |||
| Ronald Rubin | 795,290,326 | 419,228 | 22,398,110 | |||
| Richard Sarnoff | 792,812,200 | 2,897,354 | 22,398,110 | |||
| Julio A. Torres | 793,303,628 | 2,405,926 | 22,398,110 |
Each of the nine nominees for director who were standing for re-election at the Annual Meeting was elected to serve until the 2024 Annual Meeting of Stockholders.
Proposal 2: Ratification of Appointment of Independent Registered Public Accounting Firm
| Votes For | Votes Against | Votes Withheld | Broker Non-Votes | |||
| 816,004,626 | 1,908,005 | 195,033 | - |
The stockholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. |
Description | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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: August 17, 2023
| AST SPACEMOBILE, INC. | ||
| By: | /s/ Sean R. Wallace | |
| Name: | Sean R. Wallace | |
| Title: | Chief Financial Officer | |