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

 

July 16, 2024

Date of Report (Date of Earliest Event Reported)

 

Lendway, Inc.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware

 

001-13471

 

41-1656308

(State of Incorporation)

 

(Commission File Number)

 

(I.R.S. Employer Identification No.)

 

5000 West 36th Street, Suite 220, Minneapolis, Minnesota

 

55416

(Address of Principal Executive Offices)

 

(Zip Code)

 

(763) 392-6200

(Registrant’s Telephone Number, Including Area Code)

 

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 (see General Instruction A.2):

 

☐

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 Symbol

 

Name of each exchange on which registered

Common Stock, par value $0.01 per share

 

LDWY

 

The Nasdaq Stock Market 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 Security Holders.

 

The 2024 Annual Meeting of Stockholders of Lendway, Inc. (the “Company”) was held on July 16, 2024 and the stockholders voted on the following proposals, each as described in detail in the definitive proxy statement relating to the meeting, filed with the Securities and Exchange Commission on June 3, 2024.

 

1. Election of six directors.

 

Nominee

 

For

 

 

Withheld

 

 

Broker Non-Votes

 

Mary H. Herfurth

 

 

251,287

 

 

 

15,084

 

 

 

933,563

 

Chad B. Johnson

 

 

231,708

 

 

 

34,663

 

 

 

933,563

 

Mark R. Jundt

 

 

248,651

 

 

 

17,720

 

 

 

933,563

 

Matthew R. Kelly

 

 

248,719

 

 

 

17,652

 

 

 

933,563

 

Daniel C. Philp

 

 

255,561

 

 

 

10,810

 

 

 

933,563

 

Nicholas J. Swenson

 

 

209,925

 

 

 

56,446

 

 

 

933,563

 

 

Based on the voting results, all six nominees were elected to serve as a director of the Company for a term of one year, or until their respective successor is elected.

 

2. The proposal to approve, by a non-binding vote, the Company’s executive compensation received advisory approval based on the following votes:

 

For

 

 

Against

 

 

Abstain

 

 

Broker Non-Votes

 

 

236,710

 

 

 

28,313

 

 

 

1,348

 

 

 

933,563

 

 

3. The proposal to ratify the appointment of Boulay PLLP as the independent registered public accounting firm for the year ending December 31, 2024 was approved based on the following votes:

 

For

 

 

Against

 

 

Abstain

 

 

1,102,823

 

 

 

97,046

 

 

 

65

 

 

 
2

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

LENDWAY, INC.

 

 

 

 

 

Date: July 17, 2024

By

/s/ Elizabeth E. McShane

 

 

 

Elizabeth E. McShane

Chief Financial Officer

 

 

 
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Cover
Jul. 16, 2024
Cover [Abstract]  
Entity Registrant Name Lendway, Inc.
Entity Central Index Key 0000875355
Document Type 8-K
Amendment Flag false
Entity Emerging Growth Company false
Document Period End Date Jul. 16, 2024
Entity Incorporation State Country Code DE
Entity File Number 001-13471
Entity Tax Identification Number 41-1656308
Entity Address Address Line 1 5000 West 36th Street
Entity Address Address Line 2 Suite 220
Entity Address City Or Town Minneapolis
Entity Address State Or Province MN
Entity Address Postal Zip Code 55416
City Area Code 763
Local Phone Number 392-6200
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Security 12b Title Common Stock, par value $0.01 per share
Trading Symbol LDWY
Security Exchange Name NASDAQ
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