UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
This current report on Form 8-K is filed by Pure Cycle Corporation (Registrant), a Colorado corporation, in connection with the matters described herein.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The Registrant held its annual meeting of shareholders on January 17, 2024. Holders of 24,085,720 shares of common stock outstanding on November 17, 2023, were entitled to vote at the meeting, of which 23,582,696 shares, or 97.9% of those entitled to vote, were present in person or by proxy at the meeting. The results of the matters voted upon and approved at the meeting are as follows:
| 1. | Election of Directors. |
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| Broker |
| For | Withheld | Non-Votes |
Mark W. Harding | 16,226,878 | 699,447 | 6,656,371 |
Patrick J. Beirne | 16,207,353 | 718,972 | 6,656,371 |
Wanda J. Abel | 13,138,060 | 3,788,265 | 6,656,371 |
Frederick A. Fendel III | 16,223,607 | 702,718 | 6,656,371 |
Peter C. Howell | 16,071,558 | 854,767 | 6,656,371 |
Daniel R. Kozlowski | 14,575,049 | 2,351,276 | 6,656,371 |
Jeffrey G. Sheets | 14,399,551 | 2,526,774 | 6,656,371 |
| 2. | For the ratification of the appointment of FORVIS, LLP as the Registrant’s independent registered public accounting firm for the 2024 fiscal year. |
For | Against | Abstain | Broker |
Non-Votes | |||
23,157,168 | 40,276 | 385,252 | - |
| 3. | For the approval, on an advisory basis, of executive compensation. |
For | Against | Abstain | Broker |
Non-Votes | |||
16,381,571 | 133,657 | 411,097 | 6,656,371 |
| 4. | For the approval of the Pure Cycle Corporation 2024 Equity Incentive Plan. |
For | Against | Abstain | Broker |
Non-Votes | |||
10,624,222 | 5,839,056 | 463,047 | 6,656,371 |
Item 9.01Financial Statements and Exhibits.
(d)Exhibits.
Exhibit No. |
| Description |
10.1 | ||
104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded in the inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: January 19, 2024
| PURE CYCLE CORPORATION | ||
By: | /s/ Marc Spezialy | ||
Marc Spezialy | |||
Vice President and Chief Financial Officer | |||