8-K
FLEXIBLE SOLUTIONS INTERNATIONAL INC (FSI)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date of Report (date of earliest event reported): December 6, 2023
FLEXIBLE
SOLUTIONS INTERNATIONAL, INC.
(Exact name of Registrant as specified in its charter)
| Nevada | 001-31540 | 91-1922863 |
|---|---|---|
| (State<br> or other jurisdiction | (Commission | (IRS<br> Employer |
| of<br> incorporation) | File<br> No.) | Identification<br> No.) |
6001 54 Ave.
Tabor, Alberta T1G 1X4
(Address of principal executive offices, including Zip Code)
Registrant’s telephone number, including area code: (250) 477-9969
Check 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 (see General Instruction A.2. below).
| ☐ | Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 13e-14(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title<br> of Each Class | Trading<br> Symbol(s) | Name<br> of Each Exchange on Which Registered |
|---|---|---|
| Common<br> Stock | FSI | NYSE<br> American |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§203.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§204.12b-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 Securities Holders.
The annual meeting of Flexible Solutions’ shareholders was held on December 6, 2023. At the meeting the following persons were elected as directors for the upcoming year:
| Votes | Broker | ||||||
|---|---|---|---|---|---|---|---|
| Name | For | Against | Abstain | Non-Votes | |||
| Daniel B. O’Brien | 4,502,263 | 0 | 0 | ||||
| John H. Bientjes | 4,502,263 | 0 | 0 | ||||
| Robert Helina | 4,502,263 | 0 | 0 | ||||
| Thomas Fyles | 4,502,263 | 0 | 0 | ||||
| Ben Seaman | 4,502,263 | 0 | 0 | ||||
| David Fynn | 4,502,263 | 0 | 0 |
At the meeting the following proposals were ratified by the shareholders:
| (1) | To<br> approve the adoption of the Company’s Stock Incentive Plan. |
|---|---|
| (2) | Approval,<br> on an advisory basis, of the compensation of the Company’s executive officers. |
| (3) | Approval,<br> on a non-binding advisory basis, of the frequency of the advisory vote regarding the compensation of the Company’s executive<br> officers. |
| (4) | Ratification<br> of the appointment of Smythe, LLP as the Company’s independent registered public accounting firm for the fiscal year ending<br> December 31, 2023. |
The following is a tabulation of votes cast with respect to these proposals:
| Votes | Broker | ||||||
|---|---|---|---|---|---|---|---|
| Proposal | For | Against | Abstain | Non-Votes | |||
| (1) | 4,501,833 | 230 | 436 | ||||
| (2) | 4,501,812 | 231 | 456 | ||||
| (3)(One year) | 4,502,284 | 0 | 215 | ||||
| (4) | 4,502,284 | 251 | 0 |
| 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.
| Date:<br> December 8, 2023 | ||
|---|---|---|
| FLEXIBLE SOLUTIONS INTERNATIONAL INC. | ||
| By: | /s/ Daniel B. O’Brien | |
| Daniel<br> B. O’Brien, President and Chief Executive | ||
| Officer |
| 3 |
| --- |