Current Report Filing (8-k)
July 02 2019 - 4:35PM
Edgar (US Regulatory)
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 the earliest event reported): June 26, 2019
GREENWAY
TECHNOLOGIES, INC.
Texas
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000-55030
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90-0893594
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(State or other
of incorporation or organization)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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1521
North Cooper Street, Suite 205
Arlington,
Texas 76011
Formerly
(8851
Camp Bowie West Blvd. Suite 240
Fort
Worth, Texas,76116)
(Address
of principal executive offices) (Zip Code)
800-289-2515
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:
[
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[
]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[
]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item
5.07. Submission of Matters to a Vote of Security Holders
The
Annual Meeting of Greenway Technologies Inc. (the “Company”) was held on June 26, 2019. Results of items presented
for voting are listed below.
PROPOSAL
1.
The vote to approve the election of six director nominees listed in the proxy statement was as follows:
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FOR
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AGAINST
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ABSTAIN
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BROKER
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NON-VOTES
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Raymond
Wright
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179,019,632
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8,548,191
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169,800
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28,506,198
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Kevin
Jones
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181,409,939
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4,111,994
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2,215,690
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28,506,198
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Kenton
J. Harer
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180,618,657
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4,753,766
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28,506,198
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Ransom
Jones
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130,823,335
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35,221,690
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21,692598
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28,506,198
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Paul
Alfano
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181,668,083
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5,749,255
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320,285
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28,506,198
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Michael
Wykrent
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181,455,883
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4,066,540
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2,215,200
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28,506,198
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PROPOSAL
2.
The vote to amend the Company’s Articles of Incorporation to
increase
the authorized Class A common shares from 300 million common shares to 500 million common shares and to authorize 10 million Preferred
Shares with the same par value.
FOR
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AGAINST
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ABSTAIN
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BROKER
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NON-VOTES
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171,870,180
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13,188,379
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2,679,064
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28,506,198
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PROPOSAL
3.
The vote to amend the Articles of Incorporation
allowing the vote of the holders
of a majority of the shares entitled to vote on and represented in person or by proxy at a shareholders' meeting at which a quorum
is present.
FOR
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AGAINST
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ABSTAIN
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BROKER
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NON-VOTES
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182,717,962
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5,001,176
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18,485
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28,506,198
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PROPOSAL
4.
The vote to amend the Company’s
Bylaws
Section
2.12 to set the number of Directors of this Corporation not less than Three (3)
nor more than Seven (7). If there happens to be a tied vote on a matter then and in that event, the highest-ranking non-director
shall cast the final vote.
FOR
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AGAINST
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ABSTAIN
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BROKER
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NON-VOTES
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177,927, 732
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4,621,976
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5,187,915
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28,506,198
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PROPOSAL
5.
The vote
to amend the Company’s Bylaws
Section
3.07 to eliminate cumulative voting
at all meetings
of the stockholders.
FOR
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AGAINST
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ABSTAIN
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BROKER
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NON-VOTES
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172,086,553
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6,252,364
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9,398,706
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28,506,198
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PROPOSAL
6.
The vote
to amend its Bylaws
Section
3
.14 of the Company’s Bylaws entitled “Special Meetings” to increase the percentage of shares necessary
to call a Special Shareholders meeting from 10% to 25%.
FOR
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AGAINST
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ABSTAIN
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BROKER
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NON-VOTES
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163,392,538
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21,477,085
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2,868,000
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28,506,198
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PROPOSAL
7.
The vote to ratify the appointment of
Soles,
Heyn & Company, LLP as the Company’s independent registered accounting firm.
FOR
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AGAINST
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ABSTAIN
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BROKER
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NON-VOTES
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211,425,273
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2,071,542
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2,747,006
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0
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As
a result, the shareholders passed all 7 proposals presented to them by an overwhelming majority of their votes cast by proxy and
in person.
Item
9.01 Financial Statements and Exhibits
3.9
Bylaws as Amended
Certificate
and Report of The Inspector of Election
SIGNATURES
Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934 the registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.
Registrant
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Greenway Technologies, Inc.
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Date:
July 2, 2019
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By:
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/s/ Raymond Wright
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Raymond
Wright, Chairman of the Board
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