Silver Bull Resources, Inc 8-K, filed Apr 20, 2022
Silver Bull Resources, Inc. (SVBL)
About this 8-K
Silver Bull Resources, Inc filed this 8-K on April 20, 2022, reporting on events of April 19, 2022.
Items reported
- Item 5.02: Director or officer change, or executive pay
- 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 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On April 19, 2022, Silver Bull Resources, Inc. (“Silver Bull” or the “Company”) held its annual meeting of shareholders (the “Annual Meeting”). Pursuant to the vote described in Item 5.07 below, the shareholders approved an amendment to the Company’s 2019 Stock Option and Stock Bonus Plan (the “2019 Plan”) to increase the number of shares of Silver Bull common stock issuable under the 2019 Plan and, upon such approval, the 2019 Plan, as amended, became effective. The amendment to the 2019 amends the limit on the number of shares of Silver Bull common stock issuable under the 2019 Plan from the lower of (A) 750,000 shares or (B) 10% of the total shares outstanding at any point in time to 10% of the total shares outstanding at any point in time. The amendment to the 2019 Plan also increases the number of shares of Silver Bull common stock that are available for issuance under the 2019 Plan for issuance as incentive stock options from 2,948,352 shares (as adjusted for the one-for-eight reverse stock split completed on September 18, 2020) to 15,000,000 shares (i.e., 10% of the number of authorized shares of Silver Bull common stock), subject to the overall limitation on the number of shares that may be reserved for issuance under the 2019 Plan.
The foregoing description of the amendment to the 2019 Plan is not complete and is qualified in its entirety by reference to the text of the amendment, a copy of which is a filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
As noted in Item 5.02 above, the Annual Meeting was held on April 19, 2022. At the Annual Meeting, five proposals were submitted to the shareholders for approval as set forth in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on February 25, 2022. As of the record date, February 22, 2022, a total of 35,055,652 shares of Silver Bull common stock were outstanding and entitled to vote. In total, 15,598,424 shares of Silver Bull common stock were present in person or represented by proxy at the Annual Meeting, which represented approximately 44.49% of the shares outstanding and entitled to vote as of the record date.
At the Annual Meeting, shareholders approved each of the five proposals that were submitted, (i) electing the slate of four persons to the Company’s Board of Directors, (ii) ratifying and approving Smythe LLP, Chartered Professional Accountants, as the Company’s independent registered public accounting firm, (iii) approving, on a non-binding advisory basis, the compensation of the Company’s named executive officers, (iv) approving and adopting an amendment to the 2019 Plan to increase the number of shares of Silver Bull common stock issuable under the 2019 Plan, and (v) approving the unallocated entitlements under the 2019 Plan, whether or not amended. In connection with each of the election of directors and the non-binding advisory vote on executive compensation, there were a total of 4,389,023 broker non-votes. The votes on the proposals were cast as set forth below:
1. Proposal No. 1 – Election of Directors. The shareholders elected the entire slate of directors presented to the shareholders. As a result, the Company’s Board of Directors consists of the four persons elected at the Annual Meeting.
|
Name |
For |
Withheld |
| Brian D. Edgar | 10,829,832 | 379,569 |
| Timothy T. Barry | 10,827,432 | 381,969 |
| Daniel J. Kunz | 10,830,821 | 378,580 |
| David T. Underwood | 10,833,956 | 375,445 |
| 2 |
2. Proposal No. 2 – Ratification and approval of the appointment of Smythe LLP, Chartered Professional Accountants, as the Company’s independent registered public accounting firm for the fiscal year ending October 31, 2022.
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For |
Against |
Abstain |
| 15,392,503 | 20,101 | 185,820 |
3. Proposal No. 3 – Approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers.
|
For |
Against |
Abstain |
| 10,531,387 | 568,766 | 109,248 |
4. Proposal No. 4 – Approval and adoption of an amendment to the 2019 Plan to increase the number of shares of Silver Bull common stock issuable under the 2019 Plan.
|
For |
Against |
Abstain |
| 10,442,723 | 677,334 | 89,344 |
5. Proposal No. 5 – Approval of the unallocated entitlements under the 2019 Plan, whether or not amended.
|
For |
Against |
Abstain |
| 10,472,908 | 637,445 | 99,048 |
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | Description | |
| 10.1+ | Amendment to the Silver Bull Resources, Inc. 2019 Stock Option and Stock Bonus Plan, dated as of April 19, 2022 | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
+ Indicates a management contract or compensatory plan, contract or arrangement.
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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.
| Silver Bull resources, inc. | ||
| Date: April 20, 2022 | By: | /s/ Christopher Richards |
| Name: | Christopher Richards | |
| Title: | Chief Financial Officer | |
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Exhibit 10.1
AMENDMENT TO THE
SILVER BULL RESOURCES, INC.
2019 STOCK OPTION AND STOCK BONUS PLAN
This Amendment (this “Amendment”) to the Silver Bull Resources, Inc. 2019 Stock Option and Stock Bonus Plan (as may be amended from time to time, the “Plan”) is made as of April 19, 2022. Capitalized terms used herein without definition shall have the meanings ascribed to such terms in the Plan.
WHEREAS, Section 12(a) of the Plan permits the Board to amend the Plan, subject, in the case of amendments requiring shareholder approval under applicable law or the rules of any applicable securities exchange, to the approval by the Company’s shareholders of such amendment;
WHEREAS, the Board desires to amend the Plan to amend the number of shares of Common Stock available for issuance under the Plan;
WHEREAS, this Amendment shall be submitted to the Company’s shareholders for approval, and shall become effective as of the date on which the Company’s shareholders approve such Amendment (the “Effective Date”); and
WHEREAS, if the Company’s shareholders fail to approve this Amendment, the existing Plan shall continue in full force and effect.
NOW, THEREFORE, pursuant to Section 12(a) of the Plan, the Plan is hereby amended as follows, effective as of the Effective Date:
1. Section 5(a) of the Plan is hereby amended and restated in its entirety to read as follows:
| (a) | The stock subject to Options or Bonuses hereunder shall be shares of Common Stock. Such shares, in whole or in part, may be authorized but unissued shares or shares that shall have been or that may be reacquired by the Corporation. The aggregate number of shares of Common Stock as to which Options and Bonuses may be granted from time to time under the Plan shall not exceed 10% of the total shares outstanding from time to time, subject to adjustment as provided in Section 8(i) hereof. Subject to the overall limit in the immediately preceding sentence and to adjustments as provided in Section 8(i), 15,000,000 shares of Common Stock shall be available under the Plan for issuance as Incentive Stock Options. |
2. Except as expressly amended by this Amendment, all terms and conditions of the Plan shall remain in full force and effect. This Amendment shall be governed by and construed in accordance with the laws of the State of Delaware, without giving effect to the principles of conflicts of laws.
IN WITNESS WHEREOF, the Company, by its duly authorized officer, has executed this Amendment to the Silver Bull Resources, Inc. 2019 Stock Option and Stock Bonus Plan, as of the date first indicated above.
SILVER BULL RESOURCES, INC.
By: /s/ Christopher Richards
Name: Christopher Richards
Title: Chief Financial Officer