Business Context and Reporting Period
Company: Local Bounti Corporation (LOCL)
Filing Type: Form 8-K (Current Report)
Reporting Date: June 10, 2026
Event: 2026 Annual Meeting of Stockholders
The Company held its Annual Meeting on June 10, 2026. As of the record date (April 13, 2026), there were 22,795,198 shares of Common Stock outstanding. 87.35% of shares were present via webcast or proxy, constituting a quorum.
Key Financial Metrics
This filing is a Current Report regarding corporate governance and shareholder votes. It does not contain financial statements, revenue, profit, cash flow, margin, debt, or liquidity data.
Material Changes and Voting Results
Stockholders voted on four primary matters at the Annual Meeting:
- Election of Directors: Two Class II directors were elected to serve three-year terms:
- Mark J. Nelson: 17,364,520 For; 107,508 Withheld.
- Charles R. Schwab, Jr.: 17,459,161 For; 12,867 Withheld.
- Ratification of Auditors: WithumSmith+Brown, PC was ratified as the independent registered public accounting firm for the year ending December 31, 2026.
- For: 19,563,968; Against: 303,008; Abstain: 45,592.
- Equity Issuance Approval (NYSE Compliance): Stockholders approved the issuance of shares related to a Convertible Note and Warrant Purchase Agreement with U.S. Bounti, LLC dated March 13, 2026:
- Up to 7,882,861 shares upon conversion of the convertible note.
- Up to 5,500,000 shares underlying the common stock purchase warrant.
- Vote Result: 17,438,100 For; 31,910 Against; 2,018 Abstain.
- Adjournment Authority: Stockholders approved the ability to adjourn the meeting to solicit additional proxies if necessary.
- For: 19,603,312; Against: 264,120; Abstain: 45,136.
Guidance, Outlook, and Risks
The filing does not provide management commentary, financial guidance, outlook, or specific risk factors beyond the standard disclosure of the voting process. The approval of the equity issuance indicates a material capital structure change involving potential dilution of up to 13,382,861 shares.
Investor Verification Checklist
- Verify the terms of the Convertible Note and Warrant Purchase Agreement with U.S. Bounti, LLC dated March 13, 2026, to understand conversion rates and warrant exercise prices.
- Confirm the impact of the approved share issuances (up to 13.38 million shares) on existing shareholder dilution.
- Review the Company's most recent 10-K or 10-Q for financial performance data, as this 8-K contains no financial metrics.
- Monitor future filings for the actual conversion of the note or exercise of warrants.