Business Context and Reporting Period
This Form 8-K filing by 22nd Century Group, Inc. (Nevada) reports on the annual meeting of stockholders held on May 1, 2020. The company is incorporated in Nevada and its common stock trades on the NYSE American under the symbol XXII.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance and voting outcomes rather than financial performance.
Material Changes and Voting Results
The following proposals were submitted to and approved by stockholders:
- Proposal One (Director Election): Clifford B. Fleet and Roger D. O'Brien were elected as Class III directors to serve until the 2023 annual meeting.
- Clifford B. Fleet: 17,288,027 votes For; 4,848,803 votes Withheld.
- Roger D. O'Brien: 17,637,587 votes For; 4,499,243 votes Withheld.
- Proposal Two (Executive Compensation): An advisory resolution on executive compensation for fiscal year 2019 was approved.
- 13,760,845 votes For; 7,893,494 votes Against; 482,491 votes Abstain.
- Proposal Three (Auditor Ratification): Freed Maxick CPAs, P.C. was ratified as the independent registered certified public accounting firm for the year 2020.
- 74,183,450 votes For; 4,118,751 votes Against; 7,346,538 votes Abstain.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items.
Key Facts for Investor Verification
- Confirmation of the new board composition with the election of Fleet and O'Brien.
- Verification of the significant broker non-votes (63,511,909) recorded for the director and compensation proposals.
- Confirmation that Freed Maxick CPAs, P.C. is the appointed auditor for 2020.
- Review of the substantial "Against" votes (7,893,494) on the executive compensation advisory resolution.