UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On August 4, 2023, Innovative Eyewear, Inc. (the “Company”) completed its 2023 annual meeting of stockholders (the “Annual Meeting”). The number of shares of common stock, par value $0.00001 of the Company (the “Common Stock”) entitled to vote at the Annual Meeting was 8,417,239 shares. Stockholders were entitled to one vote for each share of Common Stock owned. The number of shares of Common Stock present or represented by valid proxy at the Annual Meeting was 6,216,661 shares of Common Stock.
Proposal No. 1 – Election of directors
The Company’s stockholders elected Harrison R. Gross, Kristen McLaughlin, Louis Castro, and Olivia C. Bartlett to serve until the 2024 annual meeting of stockholders or until his or her successor is duly elected and qualified or until his or her earlier resignation or removal or otherwise is disqualified from serving as a director of the Company. The voting results were as follows:
Nominee | Shares Voted For | Shares Withheld | Broker Non-Votes | |||
Harrison Gross | 5,379,865 | 240,173 | 596,623 | |||
Kristen McLaughlin | 5,382,068 | 237,970 | 596,623 | |||
Louis Castro | 5,388,047 | 231,991 | 596,623 | |||
Olivia Bartlett | 5,379,124 | 240,914 | 596,623 |
Proposal No. 2 – Ratification of the appointment by the Board of the Company of Cherry Bekaert LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023
The Company’s stockholders ratified the appointment of Cherry Bekaert LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. The voting results were as follows:
For | Against | Abstain | |||
5,888,203 | 324,898 | 3,560 |
Proposal No. 3 – Approval, on a nonbinding advisory basis, the compensation of the Company’s named executive officers for the fiscal year ended December 31, 2022
The Company’s stockholders approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers for the fiscal year ending December 31, 2022. The voting results were as follows:
For | Against | Abstain | Broker Non-Votes | |||
5,353,810 | 258,331 | 7,897 | 596,623 |
Proposal No. 4 – Frequency of the nonbinding advisory vote regarding the executive compensation of named executive officers, every one (1), two (2) or three (3) years
The Company’s stockholders recommended, on a non-binding advisory basis, three (3) years as the frequency with which the Company should hold future non-binding advisory votes on the compensation of the Company’s named executive officers (the “Say-on-Pay Vote”). The voting results were as follows:
One (1) | Two (2) | Three (3) | Abstain | |||
309,932 | 22,925 | 5,281,765 | 5,416 |
Consistent with a majority of the votes cast with respect to this proposal and with the recommendation of the Board, the Company will hold Say-on-Pay Votes every year, unless the Board determines, in its discretion, to hold votes on a different frequency. The next non-binding advisory vote regarding the frequency of the Say-on-Pay Vote is required to occur no later than the annual meeting occurring six years after the Annual Meeting (which will be the Company's 2029 annual meeting of stockholders).
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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: August 7, 2023
Innovative Eyewear, Inc. | ||
/s/ Harrison Gross | ||
Name: | Harrison Gross | |
Title: | Chief Executive Officer |
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