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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 10, 2022

 

Lottery.com Inc.

 

(Exact Name of Registrant as Specified in Its Charter)

 

Delaware   001-38508   No. 81-1996183
(State or Other Jurisdiction
of Incorporation)		   (Commission File Number)   (I.R.S. Employer
Identification No.)

 

20808 State Hwy 71 W, Unit B

Spicewood, Texas

   78669
(Address of Principal Executive Offices)   (Zip Code)

 

(512) 592-2451

(Registrant’s Telephone Number, Including Area Code)

 

N/A

(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 (see General Instruction A.2. below):

 

☐ 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 Exchange Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which
registered
Common Stock, par value $0.001 per share   LTRY   The Nasdaq Stock Market LLC
Warrants to purchase one share of common stock, each at an exercise price of $11.50   LTRYW   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.

 

On June 10, 2022, Lottery.com, Inc. (the “Company”) held its 2022 annual meeting of stockholders (the “Annual Meeting”). The final voting results for each item voted on at the Annual Meeting are set forth below:

 

Proposal No. 1 – Director Election

 

The following nominee was elected to serve as a director of the Company for a three-year term:

 

    FOR   WITHHELD   BROKER
NON-VOTES
Steven M. Cohen   24,175,971   3,139,324   3,318,380



Proposal No. 2 – Ratification of Independent Auditors

 

The Company’s stockholders ratified the appointment of Armanino LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022:

 

FOR   AGAINST   ABSTAIN   BROKER
NON-VOTES
30,328,398   117,389   187,888   N/A

 

1

 

 

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.

 

  Lottery.com Inc.
     
  By: /s/ Kathryn Lever
  Name:  Kathryn Lever
  Title: Chief Operating Officer and
Chief Legal Officer

 

Date: June 10, 2022

 

 

2
 

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