MARATHON PATENT GROUP, INC. (NASDAQ:MARA) 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 December 11, 2018, Marathon Patent Group, Inc., a Nevada corporation (the “Company”), held an annual meeting of shareholders (the “Meeting”). As of the record date for the Meeting, 25,519,940 shares of common and preferred stock were issued and outstanding. A total of 18,526,859 shares of common and preferred stock, constituting a quorum, were present and accounted for at the Meeting. At the Meeting, the Company’s stockholders approved the following proposals:
(i) The reelection of each of the Class I following current directors of the Company, who were candidates for reelection. The directors were reelected, and the votes were cast as follows:
| Name | Votes For | Votes Against | Abstentions |
| David P. Lieberman | 4,858,247 | – | 394,911 |
| Fred Thiel | 4,864,565 | – | 388,593 |
(ii) The reelection of each of the Class II following current directors of the Company, who were candidates for reelection. The directors were reelected, and the votes were cast as follows:
| Name | Votes For | Votes Against | Abstentions |
| Michael Berg | 4,882,652 | – | 369,206 |
| Michael Rudolph | 4,884,268 | – | 367,590 |
(iii) The authorization of the Board, without further action of the stockholders, to amend the Articles of Incorporation to implement a reverse stock split of our capital stock, at a ratio within the range of 1-for-2 to 1-for-10 at any time prior to December 31, 2018. The authorization was approved, and the votes were cast as follows:
| Votes For | Votes Against | Abstentions |
| 14,707,276 | 3,690,973 | 128,605 |
(iv) To approve the issuance of securities in one or more non-public offerings where the maximum discount at which securities will be offered will be equivalent to a discount of 20% below the market price of our common stock, as required by and in accordance with Nasdaq Marketplace Rule 5635(d). The issuance was approved, and the votes were cast as follows:
.:
| Votes For | Votes Against | Abstentions |
| 4,449,086 | 784,046 | 20,026 |
(v) To approve an amendment to the Company’s 2018 Equity Incentive Plan to eliminate the performance-based compensation exception to the deductibility limitations under Section 162(m) of the Internal Revenue Code and to include any individual who was our then current or former named executive officers as a “covered employee,” such that payments to former employees will be subject to the deduction limitations thereunder. Although the approval was not granted, the Company has amended the Plan to eliminate the exception, and it intends to continue to submit this amendment to its shareholders until the requisite approval is obtained. The votes were cast as follows:
| Votes For | Votes Against | Abstentions |
| 4,527,035 | 678,059 | 48,061 |
(vi) The ratification of the appointment of RBSM, LLP, as the Company’s independent registered certified public accountant for the fiscal year ended December 31, 2018. The appointment was ratified, and the votes were cast as follows:
| Votes For | Votes Against | Abstentions |
| 16,731,601 | 1,540,421 | 154,836 |
ITEM 9.01 Exhibits
| 99.1 | Press Release, dated December 12, 2018 |
Marathon Patent Group, Inc. Exhibit
EX-99.1 2 ex99-1.htm Marathon Patent Group Announces Results of Annual Meeting of Shareholders LAS VEGAS,…
To view the full exhibit click here
About MARATHON PATENT GROUP, INC. (NASDAQ:MARA)
Marathon Patent Group Inc. (MARA) is engaged in acquiring patents and patent rights from owners or other ventures. The Company monetizes its portfolio of patents and patent rights by entering into license discussions. The Company owns around 378 United States and foreign patents, and patent rights across a range of technologies and markets. The Company owns around 22 patent applications across a range of technologies and markets.
