8-K

Marygold Companies, Inc. (MGLD)

8-K 2023-11-21 For: 2023-11-17
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Added on April 06, 2026

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

Date of Report (Date of earliest event reported): November 17, 2023

TheMarygold Companies, Inc.

(Exact name of registrant as specified in its charter)

Nevada 000-29913 90-1133909
(State<br> or other jurisdiction (Commission (IRS<br> Employer
of<br> incorporation) File<br> Number) Identification<br> No.)
120 Calle Iglesia, Unit B, San Clemente, CA 92672
--- ---
(Address<br> of principal executive offices) (Zip<br> Code)

Registrant’s telephone number, including area code: (949)-429-5370

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 (17CFR 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, $0.001 par value MGLD NYSE<br> American LLC

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 l2b-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.

The Company’s 2023 annual meeting of shareholders (the “Annual Meeting”) was held on November 17, 2023. On November 17, 2023, Issuer Direct, the inspector of election for the Annual Meeting (“ID”), delivered its certification of final voting results for the Annual Meeting to the Company. The final voting results reflect that out of a total of 40,370,659 shares outstanding and eligible to vote as of September 18, 2023, the record date, 23,397,772 shares were voted in person or represented by proxies. The final voting results for the shares voted, and the results for each proposal presented to the shareholders, are as set forth below:

ManagementProposals:

1. Election to the Board of the following 9 director nominees:

For Withheld Broker<br><br> <br>Non-Votes
Nicholas D. Gerber 23,397,644 128 0
Stuart Crumbaugh 23,397,623 149 0
David W. Neibert 23,397,644 128 0
Scott Schoenberger 23,317,739 80,033 0
James Alexander 23,397,647 125 0
Matt Gonzalez 23,397,644 128 0
Erin Grogan 23,317,810 79,962 0
Joya Delgado Harris 23,317,810 79,962 0
Derek Mullins 23,397,644 128 0

The following 9 directors were elected at the Annual Meeting. Nicholas D. Gerber, Stuart Crumbaugh, David W. Neibert, Scott Schoenberger, James Alexander, Matt Gonzalez, Erin Grogan, Joya Delgado Harris, and Derek Mullins. In addition, ID has advised the Company that there were zero broker non-votes on proposal 1.

2. Approval, on an advisory basis, of the compensation of the Company’s named executive officers as disclosed in the Company’s 2023 proxy statement:

For Votes Against Abstentions Broker<br><br> <br>Non-Votes
23,392,520 5,235 17 0

ID has advised the Company that there were zero broker non-votes on proposal 2.

3. Ratification of the appointment of BPM, LLP as the Company’s independent registered public accounting firm for the fiscal ending June 30, 2024.

For Votes Against Abstentions Broker<br><br> <br>Non-Votes
25,924,439 79,778 0 2,606,445

ID has advised the Company that there were 2,606,445 broker non-votes on proposal 3.

SIGNATURES


Pursuant to the requirements of the Securities and 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> November 21, 2023 THE<br> MARYGOLD COMPANIES, INC.
By: /s/ Nicholas D. Gerber
Name: Nicholas<br> D. Gerber
Title: Chief<br> Executive Officer