8-K
Where Food Comes From, Inc. (WFCF)
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): April 10, 2025
WHERE
FOOD COMES FROM, INC.
(Exact Name of Registrant as Specified in its Charter)
| Colorado | 001-40314 | 43-1802805 |
|---|---|---|
| (State<br> or Other Jurisdiction<br><br> <br>of<br> Incorporation) | (Commission<br><br> <br>File<br> Number) | (I.R.S.<br> Employer<br><br> <br>Identification<br> No.) |
| 202 6^th^Street, Suite 400 | ||
| --- | --- | |
| Castle Rock, Colorado | 80104 | |
| (Address of Principal Executive<br> Offices) | (Zip Code) |
(303)895-3002
(Registrant’s Telephone Number, Including Area Code)
Notapplicable
(Former name or former address, if changed 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<br> pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant<br> to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications<br> pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications<br> 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<br> of each class | Trading<br> Symbol(s) | Name<br> of each exchange on which registered |
|---|---|---|
| Common Stock, $0.001 par<br> value | WFCF | The NASDAQ Stock Market<br> 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 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. ☐
| Item 5.07 | Submission of Matters to a Vote of Shareholders |
|---|
On April 10, 2025, the Company held its 2025 Annual Meeting of Stockholders. Each proposal subject to a vote at the 2025 Annual Meeting was described in detail in the Company’s 2025 Proxy Statement. With respect to each of the proposals the Company’s stockholders voted as indicated below.
| 1.Election of Directors | For | Withheld | |||||
|---|---|---|---|---|---|---|---|
| ● John Saunders | 2,600,347 | 2,430 | |||||
| ● Leann Saunders | 2,598,849 | 3,928 | |||||
| ● Peter C. Lapaseotes, Jr. | 2,564,892 | 37,885 | |||||
| ● Adam Larson | 2,564,892 | 37,885 | |||||
| ● Tom Heinen | 2,599,877 | 2,900 | |||||
| ● Graeme P. Rein | 2,600,127 | 2,650 | |||||
| For | Against | Abstain | |||||
| --- | --- | --- | --- | --- | --- | --- | --- |
| 2. | To ratify the appointment of Haynie & Company as the independent registered public accounting firm of the Company for the year-ending December, 31 2024. | 3,767,282 | 14,311 | 19,511 | |||
| For | Against | Abstain | |||||
| 3. | Approval of the Company’s 2026 Equity Incentive Plan | 2,389,832 | 210,584 | 2,361 |
SIGNATURE
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.
| WHERE FOOD COMES FROM, INC. | ||
|---|---|---|
| (Registrant) | ||
| By: | /s/ Dannette Henning | |
| Date: April 10, 2025 | Dannette Henning | |
| Chief Financial Officer |