Form: 8-K

Current report filing

July 2, 2020

 

 

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): June 26, 2020

 

AKERNA CORP.

(Exact name of registrant as specified in its charter)

 

Delaware   001-39096   83-2242651
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification Number)

 

1630 Welton St., Floor 4, Denver, Colorado   80202
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (888) 932-6537

 

Not Applicable

(Former name or former address, if changed since last report)

 

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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, par value $0.0001 per share   KERN   NASDAQ Capital Market
Warrants to purchase one share of Common Stock   KERNW   NASDAQ Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (§230.405 of this chapter) or Rule 12b-2 of the Exchange Act (§240.12b-2 of this chapter).

 

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.

 

 

 

 

 

 

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

 

On June 26, 2020, Akerna Corp (the “Company”) held a special meeting of stockholders (the “Special Meeting”). The following sets forth the matters that were voted upon by the Company’s stockholders at the Special Meeting and the voting results for such matters. These matters are described in more detail in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on June 12, 2020 (the “Proxy Statement”). Each of the following matters was approved by the Company’s stockholders at the Special Meeting.

 

  1. The proposal to approve, as required by Rule 5635 of the Nasdaq Manual, the issuance of an amount of shares of Akerna common stock (the “Akerna Shares”) in connection with the Plan of Arrangement (the “Arrangement”) as contemplated by the Arrangement Agreement, dated as of December 18, 2019 (the “Agreement”) and the Plan of Arrangement attached thereto, by and among Akerna, Ample Organics Inc. (“Ample”), 2732805 Ontario Inc., a company existing under the laws of the Province of Ontario and wholly-owned subsidiary of Akerna (“Purchaser”) and John Prentice, in his capacity as shareholder representative:

   

For     Against     Abstentions     Broker Non-Votes
  8,562,360       19,576       30,080     N/A

 

2. The proposal to approve the Arrangement:

 

For

    Against     Abstentions     Broker Non-Votes
  8,561,631       19,513       30,872     N/A

 

3. The proposal to approve the issuance of up to 800,000 shares of the Company’s common stock in connection with the option to acquire the remaining 19.6% of the issued and outstanding capital stock of Solo Sciences, Inc.:

  

For     Against     Abstentions     Broker Non-Votes
  8,561,131       24,943       25,942     N/A

 

  4. The a proposal to approve an amendment to the Company’s 2019 Long Term Incentive Plan (the Plan”) to increase the number of shares reserved for issuance under the Plan by 525,000 shares, resulting in an aggregate of 1,565,038 shares reserved under the Plan:

  

For     Against     Abstentions     Broker Non-Votes
  8,055,224       20,983       535,809     N/A

  

Item 9.01 Financial Statements, Pro Forma Financial Information and Exhibits.

 

(d) Exhibits

 

Exhibit   Description
     
10.1   Amended and Restated Akerna 2019 Long Term Incentive Plan dated as of June 26, 2020

  

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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.

 

  AKERNA CORP.
   
  By: /s/ Jessica Billingsley
    Jessica Billingsley
    Chief Executive Officer
Dated: July 2, 2020  

 

 

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