UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
July 11, 2022 (
(Exact name of registrant as specified in its charter)
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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).
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On July 8, 2022, Shift Technologies, Inc. (the “Company”) held its virtual 2022 Annual Meeting of Stockholders (the “Annual Meeting”), exclusively online via live webcast. At the close of business on May 20, 2022, the record date for the Annual Meeting, there were 84,746,109 shares of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), issued and outstanding. Holders of 45,506,352 shares of Common Stock were present at the Annual Meeting, either in person or by proxy, which constituted a quorum for purposes of conducting business at the Annual Meeting.
The final voting results for each matter submitted to vote of stockholders at the Annual Meeting are set forth below.
Proposal 1: Election of Directors
The following directors were elected at the Annual Meeting as Class II Directors, each to serve until the Company’s 2025 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified. The final voting results for each director was as follows:
| Nominee | For | Withheld | Broker Non-Votes | |||||||||
| Adam Nash | 15,362,185 | 507,889 | 29,636,278 | |||||||||
| Emily Melton | 15,357,469 | 512,605 | 29,636,278 | |||||||||
| Jason Krikorian | 15,362,185 | 507,889 | 29,636,278 | |||||||||
Proposal 2: Ratification of Appointment of Independent Registered Public Accounting Firm
The ratification of the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022 was approved by the following vote:
| For | Against | Abstain | ||
| 44,518,718 | 542,936 | 444,698 |
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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.
| SHIFT TECHNOLOGIES, INC. | ||
| Dated: July 11, 2022 | /s/ George Arison | |
| Name: | George Arison | |
| Title: | Chief Executive Officer and Chairman | |
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