SOCIAL REALITY, INC. (NASDAQ:SRAX) Files An 8-K Submission of Matters to a Vote of Security Holders

Item 5.07

Submission of Matters to a Vote of Security
Holders.

On February 16, 2017, Social Reality, Inc. (the Company) held a
special meeting of stockholders where two proposals were voted
upon and approved. The proposals are described in detail in the
Company’s definitive proxy statement filed with the Securities
and Exchange Commission on January 20, 2017. Of the 7,802,982
shares of Class A common stock outstanding and entitled to vote
at the special meeting, 4,678,501 shares (or 60.0%), constituting
a quorum, were represented in person or by proxy at the special
meeting. The final vote on the proposals was recorded as follows:

Proposal 1.

To ratify the Company’s 2016 Equity Compensation Plan.

Proposal 2.

To approve, for purposes of complying with NASDAQ Listing Rule
5635(d), the issuance of shares of the Company’s Class A common
stock, together with shares of its Class A common stock
underlying Series A Warrants and Series B Warrants issued by the
Company to the terms of that certain Securities Purchase
Agreement dated January 4, 2017 among the Company and the
investors named therein, that may be equal to or exceed,
including the issuance of the shares of the Company’s Class A
common stock to the Securities Purchase Agreement, 20% of its
Class A common stock outstanding before the issuance of such
warrants, without giving effect to any limitation on the number
of shares of the Company’s Class A common stock issuable to such
Series A Warrants and Series B Warrants. Under Nasdaq Marketplace
Rule 5635(d), the investors named in the Securities Purchase
Agreement were not entitled to vote on the approval of this
proposal.

About SOCIAL REALITY, INC. (NASDAQ:SRAX)

Social Reality, Inc. is an Internet advertising and platform technology company. The Company provides tools to automate the digital advertising market. It is engaged in the sales of digital media advertising campaigns to advertising agencies and brands; sales of media inventory through real-time bidding (RTB) exchanges; sale and licensing of its SRAX Social platform and related media, and creation of custom platforms for buying media on SRAX for various brands. Its technology assists publishers in delivering their media inventory to the RTB exchanges. It provides the SRAX platform to brands and their advertising agencies. SRAX Social is a social media and loyalty platform that allows brands to launch and manage their social media initiatives. SRAX MD is an advertisement targeting and data platform for healthcare brands and medical content publishers. SRAX APP is a platform that allows publishers and content owners to launch native mobile applications through its SRAX platform.

SOCIAL REALITY, INC. (NASDAQ:SRAX) Recent Trading Information

SOCIAL REALITY, INC. (NASDAQ:SRAX) closed its last trading session down -0.17 at 2.80 with 5,000 shares trading hands.