UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On December 22, 2022, The OLB Group, Inc. (the “Company”) filed a Certificate of Amendment to the Company’s Restated Certificate of Incorporation (the “Charter Amendment”) with the Secretary of State of Delaware following shareholder approval, at the Annual Meeting of Stockholders (the “Annual Meeting”), held on December 22, 2022. A copy of the Charter Amendment is attached hereto as Exhibit 3.1.
Item 5.07. Submission of Matters to a Vote of Security Holders.
At the Annual Meeting the stockholders of the Company approved the four proposals listed below. The final results for the votes regarding each proposal are set forth in the following tables. Each of these proposals is described in detail in the Company’s Proxy Statement.
1. Elect four members of the Board of Directors, each to serve for a one-year term:
| FOR | WITHHELD | BROKER NON-VOTE | ||||||||||
| Ronny Yakov | 6,829,634 | 123,703 | 1,933,048 | |||||||||
| Amir Sternhell | 6,715,416 | 237,921 | 1,933,048 | |||||||||
| Ehud Ernst | 6,692,038 | 261,299 | 1,933,048 | |||||||||
| Alina Dulimof | 6,722,996 | 230,341 | 1,933,048 | |||||||||
2. Ratify the appointment by the Board
of Daszkal Bolton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022:
| FOR | AGAINST | ABSTAIN | ||
| 8,583,229 | 275,122 | 28,034 |
3. Approve the Amended and Restated 2020 Stock Incentive Plan.
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTE | |||
| 6,727,697 | 218,020 | 7,620 | 1,933,048 |
4. Approve the Amendment to the Company’s Certificate of Incorporation.
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTE | |||
| 6,832,282 | 88,714 | 32,341 | 1,933,048 |
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| 3.1 | Certificate of Amendment to Certificate of Incorporation of The OLB Group, Inc. |
|
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURE
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: December 28, 2022
| THE OLB GROUP | ||
| By: | /s/ Ronny Yakov | |
Name: Title: |
Ronny Yakov Chief Executive Officer | |
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