Posted On: 08/08/2015 12:31:32 PM
Post# of 30066
Good question. I took a look at the proxy.
You are correct that a quorum requires a vote of 4,963,648 shares.
But I think the number of votes you are giving management is way too high.
They own all the Series C and get to vote that. And they get to vote the common that they hold.
But the chart in the proxy that totals up to 1,203,117 shares for management includes a ton of shares they can't vote (e.g., common shares they will receive upon conversion of Series B preferred shares, warrants and options).
This means that management can't currently vote all of the 14.8% it holds.
You are correct that a quorum requires a vote of 4,963,648 shares.
But I think the number of votes you are giving management is way too high.
They own all the Series C and get to vote that. And they get to vote the common that they hold.
But the chart in the proxy that totals up to 1,203,117 shares for management includes a ton of shares they can't vote (e.g., common shares they will receive upon conversion of Series B preferred shares, warrants and options).
This means that management can't currently vote all of the 14.8% it holds.
Quote:
The total votes required to satisfy quorum is about 4,963,648. Series C, D and E Convertible Preferred Stock holders have about 2,755,555. Management holds about 1,742,264. Another 539,147 is owned by Nerveda LLC. So the total owned by insiders is 4,497,819. All that is left to satisfy quorum is only 500,000.
Even with the requirements of only stockholders of record on or prior to July 10, 2015 can vote, it is a little baffling that we were not able to satisfy quorum.
Any thoughts on this?
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