RCI Hospitality Holdings Inc.

09/16/2021 | Press release | Distributed by Public on 09/16/2021 04:02

Submission of Matters to a Vote of Security Holders (Form 8-K)

Submission of Matters to a Vote of Security Holders.

On September 14, 2021, we held our Annual Meeting of Stockholders at our corporate offices located at 10737 Cutten Road, Houston, Texas 77066, for the following purposes:

(1) To elect six directors, including Eric S. Langan, Travis Reese, Luke Lirot, Yura Barabash, Elaine J. Martin and Arthur Allan Priaulx;
(2) To ratify the appointment of Friedman LLP as our independent registered public accounting firm for the fiscal year ending September 30, 2021;
(3) To approve a non-binding advisory resolution on executive compensation; and
(4) To transact such other business as may properly come before the meeting.

Based on the votes received in person and by proxy, all of the above-named director nominees were elected, the appointment of Friedman LLP was ratified and the non-binding advisory resolution on executive compensation was approved. There were no other matters presented for action at the Annual Meeting.

The exact results of the stockholder vote are as follows:

Total Shares of Common Stock Outstanding as of the Record Date, July 26, 2021: 8,999,910
Total Voting Shares Present Either by Proxy or in Person of Common Stock: 7,475,675
Election of Directors
FOR WITHHELD
Eric S. Langan 3,503,338 441,828
Travis Reese 3,893,244 51,922
Luke Lirot 3,210,130 735,036
Yura Barabash 2,024,017 1,921,149
Elaine J. Martin 2,728,612 1,216,554
Arthur Allan Priaulx 2,259,775 1,685,391

Additionally, there was a total of 3,530,509 broker non-votes for the election of directors.

Ratification of appointment of Friedman LLP as independent registered public accounting firm for fiscal year ending September 30, 2021
Votes for: 7,446,934
Votes against: 10,633
Votes abstained: 18,108
Approval of a non-binding advisory resolution on executive compensation
Votes for: 3,736,361
Votes against: 32,651
Votes abstained: 176,154

Additionally, there was a total of 3,530,509 broker non-votes for approval of the non-binding advisory resolution on executive compensation.

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