8-K
KIDOZ INC. (KDOZF)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
8-K
CURRENT
REPORT PURSUANT
TO
SECTION 13 OR 15(d)
OF
THE
SECURITIES
EXCHANGE ACT OF 1934
November 24, 2021
Dateof report (Date of earliest event reported)
KIDOZ
INC.
(Exact Name of Registrant as Specified in Its Charter)
| Anguilla, British West Indies | 333-120120-01 | 98-0206369 |
|---|---|---|
| (State<br> or Other Jurisdiction<br><br> <br>of<br> Incorporation) | (Commission<br><br> <br>File<br> Number) | (IRS<br> Employer<br><br> <br>Identification<br> No.) |
HansaBank Building, Ground Floor, Landsome Road
AI2640, The Valley, Anguilla, British West Indies
(Address of Principal Executive Offices)
(888)374-2163
(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 (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-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 |
|---|---|---|
| Common<br> stock without par value | KIDZ | Toronto<br> Venture Stock Exchange - (TSX-V) |
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. ☐
ITEM5.07 Submission of Matters to a Vote of Security Holders.
ANNUAL
GENERAL MEETING
At the Annual General Meeting of the Shareholders held on November 24, 2021, in Anguilla, the shareholders of the Company:
(a) Elected to set the number of directors to be 6.
| FOR | AGAINST | NOT VOTED |
|---|---|---|
| 58,258,531 | 7,800 | 643,887 |
(b) Elected the following persons to serve as directors until the next annual meeting or until their successors are duly qualified:
Mr. T. M. Williams
Mr. J. M. Williams
Mr. E. Ben Tora
Ms. F. Curtis (Non Executive Director)
Mr. C. Kalborg (Non Executive Director)
Mr. M. David (Non Executive Director)
Election of the Directors of the Company.
| NOMINEE | FOR | WITHHOLD | NOT VOTED |
|---|---|---|---|
| Mr. T. M. Williams | 58,258,156 | 8,175 | 643,887 |
| Mr. J. M. Williams | 58,258,356 | 7,975 | 643,887 |
| Mr. E. Ben Tora | 58,258,156 | 8,175 | 643,887 |
| Ms. F. Curtis | 58,258,643 | 7,688 | 643,887 |
| Mr. C. Kalborg | 58,260,881 | 5,450 | 643,887 |
| Mr. M. David | 58,258,356 | 7,975 | 643,887 |
(c) Approved the selection of Davidson & Company LLP, Chartered Accountants as the Company’s independent auditors for the fiscal year ending December 31, 2021.
| FOR | WITHHOLD | NOT VOTED |
|---|---|---|
| 58,903,993 | 6,225 | nil |
(d) The ratification of the existing 2015, 10% Rolling Stock Option plan, as set out in Schedule B to the Proxy Statement was approved.
| FOR | AGAINST | NOT VOTED |
|---|---|---|
| 58,041,055 | 225,276 | 643,887 |
Mr. Jason Williams and Mr. Eldad Ben Tora will continue as Co-CEO of the Kidoz Inc. organization and Mr. T. M. Williams, will continue to serve as Executive Chairman.
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.
| KIDOZ INC.<br><br> <br>(Registrant) | |||
|---|---|---|---|
| Date<br> : November 24, 2021 | By: | /s/ J. M. Williams | /s/ E. Ben Tora |
| J.M. WILLIAMS, | E. BEN TORA | ||
| Co-CEO | Co-CEO |