Plug Power Inc. (NASDAQ:PLUG) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07. Submission of Matters to a Vote of Security Holders
Plug Power Inc. (the “Company”) held a special meeting of stockholders on October23, 2017 (the “Special Meeting”). At the Special Meeting, the Company’s stockholders voted upon the following five proposals, which are described in detail in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on September18, 2017:
1. A proposal to ratify the filing and effectiveness of the certificate of amendment to the Company’s amended and restated certificate of incorporation (the “Certificate of Incorporation”) filed with the Secretary of State of the State of Delaware (the “Secretary of State”) on June21, 2000 and the increase in the number of shares of the Company’s authorized common stock, par value $0.01 per share (the “Common Stock”), effected thereby (the “2000 Share Increase Amendment Ratification”).
2. A proposal to ratify the filing and effectiveness of the certificate of amendment to the Certificate of Incorporation filed with the Secretary of State on July25, 2014 and the increase in the number of shares of the Company’s authorized Common Stock effected thereby (the “2014 Share Increase Amendment Ratification”).
3. A proposal to ratify the filing and effectiveness of the certificate of amendment to the Certificate of Incorporation filed with the Secretary of State on June30, 2017 and the increase in the number of shares of the Company’s authorized Common Stock effected thereby (the “2017 Share Increase Amendment Ratification” and, together with the 2000 Share Increase Amendment Ratification and the 2014 Share increase Amendment Ratification, the “Share Increase Amendment Ratifications”).
4. A proposal to ratify the filing and effectiveness of the certificate of amendment to the Certificate of Incorporation filed with the Secretary of State on May19, 2011 and the 1-for-10 reverse stock split effected thereby (“Reverse Stock Split Amendment Ratification” and, together with the Share Increase Amendment Ratifications, the “Ratifications”).
5. A proposal to approve an adjournment of the Special Meeting, if necessary, to solicit additional proxies if there are not sufficient votes in favor of any of the Ratifications (the “Adjournment Proposal”).
The votes cast with respect to each of the proposals are set forth below. There were no broker non-votes with respect to any of the proposals.
1. Approval of 2000 Share Increase Amendment Ratification:
VotesFor |
VotesAgainst |
VotesAbstaining |
150,993,609 |
12,207,389 |
3,812,491 |
2. Approval of the 2014 Share Increase Amendment Ratification:
VotesFor |
VotesAgainst |
VotesAbstaining |
149,159,786 |
14,100,881 |
3,752,822 |