Skip to main content
JOB $0.21 -0.82%
JOB logo
JOB · GEE Group Inc.
Track JOB — free
$0.21 0.00 (-0.82%)
Market Cap
$22.73M
Shares
109.87M
Volume · Oct 20 98.1K Avg daily vol (3M) 235.87K
All webcasts

Annual General Meeting · 2026-10-08

GEE Group Inc. (JOB) October 8, 2026 Annual General Meeting Transcript

Concluded Oct 8, 2026 Audio replay
Oct 8, 2026 10:37 8 turns
Period
2026-10-08
Runtime
10:37
Sources
2 artifacts

Transcript & audio

10:37 Audio
Derek Dewan Chairman

Ladies and gentlemen, I am Derek E. DeJuan, Chairman of the Board of Directors of GEE Group, Inc., and Chairman of this Reconvene Annual Meeting that was originally convened on September 30, 2026, and adjourned in part to October 8, 2026. I hereby call this Reconvene Annual Meeting of stockholders to order. On behalf of my fellow officers and directors, it is my pleasure to welcome you to this reconvened annual meeting. Mr. Kim Thorpe, Chief Financial Officer and Corporate Secretary, is virtually attending this reconvened annual meeting of stockholders. Also attending are GE Group's board members. We also have Mr. Rick Crease of Cherry Beckert, LLP, the company's independent public accountants, and Lily Tahiri of Loeb and Loeb LLP, the company's securities counsel, attending this annual meeting virtually. Henry Farrell of Continental Stock Transfer and Trust Co., the company's transfer agent, is also attending this annual meeting virtually. The polls are still open for voting on the remaining matter that was not voted upon at the annual meeting held on September 30, 2026. This proposal is the approval of an amendment to the company's Articles of Incorporation to increase the total number of authorized shares of common stock of the company from 6,666,666.6667 shares post the previously approved one for 30 reverse stock split to 200 million shares, the capital increase. After I more fully describe this matter, we will close the polls. We will not accept ballots, proxies, revocations, or changes after the closing of the polls. If you have already submitted your vote by proxy and do not wish to change your vote you do not need to vote now and your shares will be voted as previously instructed if you intend to vote and have not already done so and are a stockholder of record which means you hold your shares in your own name and not through a brokerage account, as of August 10, 2026, you must submit your vote online now in order for it to be counted. If you are a stockholder of record as of that date and have not yet voted, I encourage you to vote online now. I have asked Kim Thorpe to act as secretary of this reconvened annual meeting and to record the minutes of this reconvened annual meeting. Before considering the business to be discussed at this reconvened annual meeting, I would like Mr. Thorpe to report on the formal steps taken in connection with the reconvened annual meeting.

Mr. Chairman, the Board of Directors has adopted resolutions which provide that this annual meeting be held on September 30, 2026, and which fix the close of business on August 10th. 2026 as the record date for the determination of stockholders entitled to notice of and to vote at the annual meeting on september 30 2026 the shareholders approved a proposal that allowed the adjournment of the annual meeting in order to permit the continued solicitations of proxies with respect to the capital increase proposal. It was determined that the annual meeting be adjourned until October 8, 2026 for that purpose. I hereby present the affidavit of Robert Zabreski, an employee of Continental, which states that the notice of annual meeting of shareholders, proxy statement, annual report on form 10k and proxy card were first mailed on august 2nd 2026 the affidavit of robert zabriskie an employee of continental which states that the mailer page and first supplemental proxy statement were first mailed on september 16 2026 and the affidavit of robert zabriskie an employee of Continental which states that the mailer page and second supplemental proxy statement were first mailed on October 1 in each case of 2026 in each case to each holder of the company's common stock at the close of business on the record date. I also at this reconvened annual meeting providing a list of stockholders of the company's common stock as of the record date that was compiled by continental and is available for viewing by stockholders of record at this reconvened annual meeting by following instructions in the online portal this list sets forth each stockholders address and holdings as they appear on the records of continental and on the company's share ledger. According to this list, there were 109,870,686 shares of common stock issued and outstanding on the record date.

Derek Dewan Chairman

For each outstanding share of common stock, each outstanding share of common stock is entitled to one vote per share on matters presented at this reconvened annual meeting thank you mr thorpe i would like you to file each of the affidavits as to the mailing of the proxy material in the minute book of the company with the minutes of this reconvened annual meeting i hereby appoint mr henry farrell to act as inspector of election of this reconvened annual meeting the inspector has executed an oath to carry out his duties impartially and to the best of his ability mr chairman i present to you the oath signed by the inspector of election the oath of the inspector of election will be filed with the minutes of this reconvened annual meeting will the inspector of election now provide us with a count of the stockholders present in person or by proxy.

Henry Farrell Analyst — Inspector of Election, Continental Stock Transfer and Trust Co.

Mr. Chairman, I can report that on a preliminary count indicates the presence of a quorum. I am in the process of completing a count of all stockholders virtually present or by proxy and will render an exact report at the end of this reconvened annual meeting.

Derek Dewan Chairman

Since the holders of record of at least a majority of the outstanding shares of common stock entitled to vote at this reconvened annual meeting are virtually present or by proxy, I declare that a quorum is present. The first order of business at this reconvened annual meeting is to approve an amendment to the company's articles of incorporation to increase the total number of authorized shares of common stock of the company from $6,666,000 666.667 shares post reverse split to 200 million shares the capital increase this proposal needs to be approved by a majority of the issued and outstanding shares of the company's common stock i will entertain a motion for the capital increase proposal i so move i second the motion all in favor all opposed the capital increase proposal is now closed i now call for votes for the capital increase proposal now i would like to have the inspector of election complete his report showing a final count of the stock represented here today and the tally of votes cast in regard to such proposal.

Henry Farrell Analyst — Inspector of Election, Continental Stock Transfer and Trust Co.

As the inspector of election, I hereby report that there are 89,134,204 shares of common stock entitled to vote represented at this meeting, compromising approximately 81% of the outstanding common stock of the company. In voting to approve an amendment to the company's articles of incorporation to increase the total number of authorized shares of common stock of the company from 6,666,666.667 shares post-reverse split to 200 million shares. I hereby report that 52,217,222 shares of common stock voted in favor of the proposal representing approximately 47.5% of the company's issued and outstanding shares of common stock.

Derek Dewan Chairman

Thank you, Henry.

Derek Dewan Chairman

I declare that the capital increase proposal has not been approved i move i move that the reconvened annual meeting be adjourned i second the motion there being no objections to the motion made to adjourn this reconvened annual meeting i hereby declare this reconvened annual meeting adjourned

Analyst Q&A · 1 question
Full-screen source Call document