MGT Capital (MGT) Updates on Recent Shareholder Votes; Makes Two Corrections
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MGT Capital Investments, Inc. (NYSE: MGT) yesterday filed a Form 8-K Current Report with the Securities and Exchange Commission to report the results of its Annual Meeting held on September 8, 2016. Due to tabulation errors by professional third parties that administer the proxy voting process, MGT is forced to correct two errors in its September 9, 2016 press release.
Specifically, the proposal to amend the Company's restated certificate of incorporation to increase the amount of authorized common stock from 75,000,000 shares to 250,000,000 shares was not approved, even though the proposal garnered 84% of the votes cast. The specific reason in that the total number of votes did not reach the 50.1% threshold as required by Delaware law. Furthermore, so-called "broker non-votes" were excluded from the tally.
There is no immediate impact due to this change as the Company's current authorized share count is adequate to issue the 43.8 million shares contemplated by the stockholder approved D-Vasive acquisition.
Secondly, the proposal to ratify an amendment to the Company's restated certificate of incorporation to change its name to "John McAfee Global Technologies, Inc." was not approved for the same reasons, despite 99% of the votes cast being in favor of the change.
However, a name change by a Delaware company does not require shareholder ratification, and given the overwhelming support by those voting, the Company's board of directors will proceed with such change.
The six other proposals, including electing John McAfee to the board of directors as Executive Chairman passed as previously disclosed.
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