8-K
Trulieve Cannabis Corp. (TCNNF)
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): June 8, 2022
TRULIEVE CANNABIS CORP.
(Exact Name of Registrant as specified in its charter)
| British Columbia | 000-56248 | 84-2231905 |
|---|---|---|
| (State or Other Jurisdiction<br> <br>of Incorporation) | (Commission<br> <br>File Number) | (IRS Employer<br> <br>Identification No.) |
| 6749 Ben Bostic Road<br> <br>Quincy, FL | 32351 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
(850) 508-0261
(Registrant’s telephone number, including area code)
Not Applicable
(Registrant’s name or former address, if change since last report)
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:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement 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<br> <br>Symbol(s) | Name of each exchange<br> <br>on which registered |
|---|---|---|
| N/A | N/A | N/A |
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 pursuant to Section 13(a) of the Exchange Act. ☒
Item 5.07 Submission of Matters to a Vote of Security Holders.
At the annual meeting of shareholders held on June 8, 2022, the Company’s shareholders voted on the following proposals, each of which is described in detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 28, 2022.
Proposals No. 1: To elect eight directors as directors of the Company for the forthcoming year.
The shareholders voted to elect the following individuals as directors of the Company until the next annual meeting of shareholders at which election of directors is considered, or until his or her successor is duly elected or appointed:
| Name of Director Nominee | Votes For | Votes Withheld | Broker<br>Non-Votes | |||
|---|---|---|---|---|---|---|
| Kim Rivers | 75,981,077 | 2,014,376 | 19,293,183 | |||
| Giannella Alvarez | 76,876,825 | 1,118,628 | 19,293,183 | |||
| Thad Beshears | 76,844,808 | 1,150,645 | 19,293,183 | |||
| Peter Healy | 76,739,840 | 1,255,613 | 19,293,183 | |||
| Richard May | 76,887,139 | 1,108,314 | 19,293,183 | |||
| Thomas Millner | 76,906,660 | 1,088,793 | 19,293,183 | |||
| Jane Morreau | 76,970,268 | 1,025,185 | 19,293,183 | |||
| Susan Thronson | 76,826,824 | 1,168,629 | 19,293,183 |
Proposal No. 2: The appointment of Marcum LLP as Trulieve’s independent registered accounting firm for the ensuing fiscal year ending December 31, 2022 and the authorization of the board of directors to fix the remuneration and terms of engagement.
The shareholders ratified the appointment of Marcum LLP as the Company’s independent registered public accounting firm for the ensuing fiscal year ending December 31, 2022 and the authorization of the board of directors to fix the remuneration and terms of engagement.
| Votes For | Votes Withheld |
|---|---|
| 95,623,451 | 1,665,185 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Trulieve Cannabis Corp. | |
|---|---|
| By: | /s/ Eric Powers |
| Name: | Eric Powers |
| Title: | Chief Legal Officer |
Date: June 10, 2022