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.
SOBR Safe, Inc. (the “Company”) convened its 2024 Special Stockholder Meeting (the “Special Meeting”) virtually on Monday, December 9, 2024 at 1:00 p.m. Mountain Time via webcast at www.virtualshareholdermeeting.com/SOBR2024SM. A quorum was present for the Special Meeting.
Three proposals were described in the Proxy Statement as filed with the Securities and Exchange Commission on November 15, 2024. As of the record date, October 18, 2024, a total of 921,949 shares of common stock of the Company were issued and a total of 921,949 shares of common stock were outstanding and entitled to vote. The holders of record of 327,528 shares of common stock were present or represented by proxy at said meeting for a total of 327,528 votes represented at the meeting. Such amount represented 35.52% of the total shares outstanding and entitled to vote at the Special Meeting.
At the Special Meeting, the stockholders approved Proposals 1 and 2, which were the only proposal submitted to a vote. The final votes on the proposals were cast as set forth below:
| 1. | Proposal No. 1 – Issuance of Shares upon exercise of warrants pursuant to a Securities Purchase Agreement. The stockholders approved, for purposes of complying with applicable Nasdaq rules and upon exercise of warrants pursuant to that certain Securities Purchase Agreement dated October 7, 2024, the issuance of up to 29,011,695 shares of common stock of the Company. |
Shares FOR |
| Shares AGAINST |
| ABSTAIN |
46,159 |
| 17,742 |
| 4,519 |
| 2. | Proposal No. 2 – Granting Board of Directors Discretion to Effect Reverse Stock Split. The stockholders approved, for purposes of complying with applicable Nasdaq rules, the granting of discretion to the Board of Directors to amend the Company’s certificate of incorporation to implement a reverse stock split of the outstanding shares of common stock in a range from one-for-two (1:2) up to one-for-ten (1:10), or anywhere between, as may be determined by the Board of Directors on or before December 31, 2025. | ||||
Shares FOR |
| Shares AGAINST |
| ABSTAIN | ||
278,934 |
| 47,825 |
| 769 | ||
Proposal 3, the approval of the adjournment of the Special Meeting for the purpose of soliciting additional proxies if there are not sufficient votes at the Special Meeting to approve Proposals 1 and 2 or establish a quorum, was not presented to the stockholders at the meeting, as a quorum had been established and preliminary voting results indicated that Proposals 1 and 2 were approved.
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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.
| SOBR Safe, Inc. a Delaware corporation |
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Dated: December 10, 2024 | By: | /s/ David Gandini |
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| David Gandini, Chief Executive Officer |
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