false 0000738214 0000738214 2024-05-29 2024-05-29
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): May 29, 2024
 
Aemetis, Inc.
Exact name of registrant as specified in its charter
 
Delaware
001-36475
26-1407544
State or other jurisdiction of incorporation
Commission File Number
IRS Employer Identification Number
 
 
20400 Stevens Creek Blvd., Suite 700
Cupertino, CA 95014
(408) 213-0940
Registrant's address and telephone number of principal executive office
 
N/A
Former name or former address, if changed since last report
 
 
Common Stock, par value $0.001
AMTX
NASDAQ Global Market
Title of class of registered securities Trading Symbol Name of exchange on which registered
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
 
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
☐
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter)
 
 
☐
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.
 
 
 
 
 
 
Item 5.07 Submission of Matters to a Vote of Security Holders
 
Aemetis, Inc. (the "Company") held its Annual Meeting of Stockholders on May 29, 2024. The following proposals were voted on by the Company's stockholders, with the results set forth for each proposal:
 
Proposal 1:  Election of Directors
 
Nominee For Withhold Broker Non-Votes
Naomi L. Boness 12,433,359 225,459 11,574,178
Timothy A. Simon 12,441,628 217,190 11,574,178
 
The listed nominees have been elected to the Company’s board of directors (the “Board”), each as a Class III director to hold office until the Company’s 2027 annual meeting of stockholders and until their successor is duly elected and qualified.
 
Proposal 2:  Ratification of Auditors
 
For Against Abstain Broker Non-Votes
23,898,765 119,202 215,029 0
 
The appointment of RSM US LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024 has been ratified.
 
Proposal 3:  Amend Delaware Certificate of Incorporation to Reduce the Number of Authorized Preferred Shares
 
For Against
Abstain
 Broker Non-Votes
12,559,421 81,399 17,998 11,574,178
 
The number of shares voted "For" Proposal 3 was less than 50% of the total outstanding shares of the Company as of the record date.  Therefore, Proposal 3 was not approved.
 
Proposal 4:  Amend Delaware Certificate of Incorporation to Provide Officer Exculpation
 
For Against Abstain Broker Non-Votes
12,040,335 524,064 94,419 11,574,178
 
The number of shares voted "For" Proposal 4 was less than two-thirds of the total outstanding shares of the Company as of the record date.  Therefore, Proposal 4 was not approved.
 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
AEMETIS, INC.
 
         May 31, 2024
/s/ Eric A. McAfee
 
Eric A. McAfee
 
Chair and Chief Executive Officer
 
 
 
 
v3.24.1.1.u2
Document And Entity Information
May 29, 2024
Document Information [Line Items]  
Entity, Registrant Name Aemetis, Inc.
Document, Type 8-K
Document, Period End Date May 29, 2024
Entity, Incorporation, State or Country Code DE
Entity, File Number 001-36475
Entity, Tax Identification Number 26-1407544
Entity, Address, Address Line One 20400 Stevens Creek Blvd., Suite 700
Entity, Address, City or Town Cupertino
Entity, Address, State or Province CA
Entity, Address, Postal Zip Code 95014
City Area Code 408
Local Phone Number 213-0940
Title of 12(b) Security Common Stock, par value $0.001
Trading Symbol AMTX
Security Exchange Name NASDAQ
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity, Emerging Growth Company false
Amendment Flag false
Entity, Central Index Key 0000738214
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