Form: 8-K

Current report filing

February 25, 2022

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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) February 24, 2022

 

MIDWEST ENERGY EMISSIONS CORP.

 (Exact name of registrant as specified in its charter)

 

Commission file number 000-33067

 

Delaware

 

87-0398271

(State or other jurisdiction of incorporation)

 

(I.R.S. Employer Identification No.)

 

 

 

1810 Jester Drive

Corsicana, Texas

 

75109

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (614) 505-6115

 

None

(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 (see General Instruction A.2. below):

 

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: None.

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (17 CFR 230.405) or Rule 12b-2 of the Exchange Act (17 CFR 240.12b-2).

 

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 February 24, 2022, the Company held a Special Meeting of Stockholders (the “Special Meeting”). The final results for each of the matters submitted to a vote of stockholders at the Special Meeting are as follows:

 

Proposal 1: The Company’s stockholders approved a proposal to authorize the Board of Directors (the “Board”), in its sole and absolute discretion, and without further action of the stockholders, to file an amendment to the Company’s certificate of incorporation, to effect a reverse stock split of its issued and outstanding common stock, at a ratio to be determined by the Board, ranging from one-for-two to one-for-seven (the “Reverse Split”), with the Reverse Split to be effected at such time and date, if at all, as determined by the Board in its sole discretion, but no later than December 31, 2023, by the votes set forth in the table below:

 

For

 

Against

 

Abstain

 

Broker Non-Votes

61,925,163

 

2,692,273

 

33,777

 

-

 

Proposal 2: The Company’s stockholders approved an adjournment of the Special Meeting, if necessary and appropriate, as determined by the Board in its sole discretion, to solicit additional proxies if there are insufficient votes at the time of the Special Meeting to approve the Reverse Split or to constitute a quorum, by the votes set forth in the table below:

 

For

 

Against

 

Abstain

 

Broker Non-Votes

62,656,579

 

1,758,509

 

236,125

 

-

 

Item 9.01 Financial Statements and Exhibits.

 

Exhibit Number

 

Description

 

 

 

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 
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SIGNATURES

 

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.

 

 

Midwest Energy Emissions Corp.

 

 

 

 

 

Date: February 25, 2022

By:

/s/ David M. Kaye

 

 

 

David M. Kaye

Secretary

 

 

 
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