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 5.07. | Submission of Matters to a Vote of Security Holders. |
BurgerFi International, Inc. (the “Company”) held its 2022 Annual Meeting of Stockholders (“Annual Meeting”) at 10:00 a.m. Eastern Time on July 7, 2022 for the purpose of: (i) electing two Class C directors, each for a term of three years or until their successors are duly elected and qualified or until their earlier resignation or removal and (ii) ratifying the appointment of KPMG LLP as the independent registered public accounting firm of the Company for the 2022 fiscal year. For more information on these proposals, which are described below, please refer to the Company’s proxy statement dated May 26, 2022. As of the record date of May 9, 2022, there were a total of 22,235,703 shares of common stock issued and outstanding and entitled to vote at the Annual Meeting. Proxies were received for 16,469,523 shares of common stock, or approximately 74.07% of the shares issued and outstanding and entitled to vote at the Annual Meeting; therefore a quorum was present.
Proposal 1 - To elect two Class C directors to the Company’s Board of Directors, each for a term of three years or until their successors are duly elected and qualified or until their earlier resignation or removal.
The two Class C director nominees proposed by the Company’s Board of Directors were each elected to serve as a director for a term of three years or until their successors are duly elected and qualified or until their earlier resignation or removal. The final voting results for each nominee were as follows:
| Nominee |
For |
Withheld |
Broker Non-Votes | |||
| Ophir Sternberg |
9,030,347 | 3,705,098 | 3,734,078 | |||
| Andrew Taub |
9,762,645 | 2,972,800 | 3,734,078 |
Proposal 2 - To ratify the appointment of KPMG LLP as the Company’s independent registered certified public accountants for fiscal year 2022.
Stockholders voted to ratify the appointment of KPMG LLP as the Company’s independent registered certified public accountants for the fiscal year ending December 31, 2022. The proposal received the following final voting results:
| For |
Against |
Abstain | ||
| 16,215,973 |
69,655 | 183,894 |
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.
Dated: July 7, 2022
| BURGERFI INTERNATIONAL, INC. | ||
| By: | /s/ Stefan K. Schnopp | |
| Stefan K. Schnopp, Chief Legal Officer and Corporate Secretary | ||