8-K
Where Food Comes From, Inc. (WFCF)
UNITEDSTATES
SECURITIESAND EXCHANGE COMMISSION
WASHINGTON,D.C. 20549
FORM 8-K
CURRENTREPORT
Pursuantto Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 7, 2020
WHEREFOOD COMES FROM, INC.
(Exact Name of Registrant as Specified in its Charter)
| Colorado | 333-133624 | 43-1802805 |
|---|---|---|
| (State<br> or Other Jurisdiction of<br><br> <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 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<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)) | |
| Title<br> of each class | Trading<br> Symbol(s) | Name<br> of each exchange on which registered |
| --- | --- | --- |
| Common<br> Stock, $0.001 par value | WFCF | OTC<br> Markets Group |
| Item 5.07 | Submission of Matters to a Vote of Shareholders | |
| --- | --- |
On May 7, 2020, the Company held its 2020 Annual Meeting of Stockholders. Each proposal subject to a vote at the 2020 Annual Meeting was described in detail in the Company’s 2020 Proxy Statement. With respect to each of the proposals the Company’s stockholders voted as indicated below.
| 1. | Election<br> of Directors | For | Withheld | ||
|---|---|---|---|---|---|
| ● | John<br> Saunders | 15,841,100 | 25,579 | ||
| ● | Leann<br> Saunders | 15,841,100 | 25,579 | ||
| ● | Peter<br> C. Lapaseotes, Jr. | 15,841,100 | 25,579 | ||
| ● | Adam<br> Larson | 15,841,100 | 25,579 | ||
| ● | Robert<br> Van Schoick II | 15,841,100 | 25,579 | ||
| ● | Tom<br> Heinen | 15,841,100 | 25,579 | ||
| ● | Graeme<br> P. Rein | 15,841,100 | 25,579 | ||
| ● | Michael<br> D. Smith | 15,841,100 | 25,579 | ||
| For | Against | Abstain | |||
| --- | --- | --- | --- | --- | |
| 2. | To ratify the appointment of Causey, Demgen<br> & Moore, P.C. as the independent registered public accounting firm of the Company for the year-ending December, 31 2020. | 19,885,162 | 9,958 | 353,572 | |
| For | Against | Abstain | |||
| --- | --- | --- | --- | --- | |
| 3. | To approve, by non-binding advisory vote, the compensation of the Company’s named executive officers. | 14,989,803 | 34,861 | 844,015 | |
| 1<br>Year | 2 Year | 3 Year | Abstain | ||
| --- | --- | --- | --- | --- | --- |
| 4. | Recommendation, by non-binding advisory vote,<br> the frequency of future advisory votes on executive compensation | 1,259,243 | 191,511 | 14,209,066 | 208,859 |
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.<br><br> <br>(Registrant) | ||
|---|---|---|
| By: | /s/ Dannette Henning | |
| Date:<br> May 11, 2020 | Dannette<br> Henning | |
| Chief<br> Financial Officer |