Item 5.07 Submission of Matters to a Vote of Security Holders.

On January 27, 2023, the Company held its adjourned Fiscal 2023 Annual Meeting of Stockholders (the "Annual Meeting"). At the Annual Meeting, the stockholders of the Company voted on the following proposal and cast their votes as described below. Of the 142,112,766 common shares outstanding and entitled to vote at the Annual Meeting, 103,856,525 common shares (or 73.08%), constituting a quorum, were represented in person or by proxy at the Annual Meeting.

The voting results on the proposal are set forth below.

Proposal One - The Certificate Amendment Proposal. Proposal One was to approve an amendment to the Company's Certificate of Incorporation to increase the total number of authorized shares of Common Stock to 750,000,000. The votes for this proposal were:



   For      Against   Abstain Broker Non-Votes
71,844,322 14,571,252 948,682    16,492,269



Proposal One was therefore approved by a majority of the Company's issued and outstanding shares of Common Stock and allows the Company to proceed with the closing of the transaction contemplated by the Agreement and Plan of Merger dated September 27, 2022, and previously disclosed in the Company's Form 8-K filed with the Securities and Exchange Commission (the "SEC") on September 28, 2022.




Item 7.01     Regulation FD Disclosure

On January 30, 2023, the Company issued a press release announcing the convening of the Annual Meeting and the results of the votes, a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

The information furnished in this Item 7.01 shall not be deemed "filed" for purposes of the Securities Exchange Act of 1934, as amended (the "1934 Act"), and shall not be deemed incorporated by reference in any filing with the SEC, whether or not filed under the Securities Act of 1933, as amended, or the 1934 Act, regardless of any general incorporation language in such document.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

99.1 Press Release dated January 30, 2023. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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