Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
As previously reported, Blue Dolphin Energy Company, a Delaware corporation
("Blue Dolphin"), was notified by the OTC Markets Group Inc. ("OTC") in a letter
dated January 14, 2022 that Blue Dolphin was out of compliance with Section 2.5
of OTCQX Rules, which require OTCQX listed companies to conduct annual
shareholders' meetings. To regain compliance, OTC granted Blue Dolphin a cure
period to hold an annual meeting of stockholders within calendar year 2022. As
of the filing date of this Current Report on Form 8-K, Blue Dolphin satisfied
the requirements and was in full compliance with Section 2.5 of OTCQX Rules. OTC
has indicated that the compliance issue will be resolved upon the filing of the
Current Report on Form 8-K regarding the results of its annual meeting as
described in Item 5.07.
Item 5.07 Submission of Matters to a Vote of Security Holders.
Blue Dolphin held its Annual Meeting of Stockholders (the "Annual Meeting") on
June 22, 2022 at 10:00 a.m. local time. At the Annual Meeting, stockholders
considered proposals to: (i) elect five (5) director nominees, all of whom shall
serve until the next annual meeting of stockholders, or in each case until their
successors are duly elected and qualified, or until their earlier resignation or
removal and (ii) ratify the selection of UHY LLP ("UHY") as Blue Dolphin's
independent public accounting firm for the fiscal year ending December 31, 2022.
The voting results are set forth below:
1. All director nominees were elected:
Votes Broker
For Against Withheld Non-Votes
Jonathan P. Carroll 10,534,908 - 542 7,644
Amitav Misra 10,534,033 - 1,443 7,644
Christopher T. Morris 10,534,577 - 899 7,644
Ryan A. Bailey 10,534,934 - 542 7,644
Herbert N. Whitney 10,535,034 - 442 7,644
2. UHY was ratified:
Broker
For Against Abstain Non-Votes
10,542,805 289 1,248 7,644
No other business was presented or discussed during the Annual Meeting.
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