UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
December 18, 2023
Date of Report (Date of earliest event reported)
Limitless X Holdings Inc.
(Exact name of Registrant as specified in its charter)
Delaware | | 000-56453 | | 81-1034163 |
(State or other jurisdiction | | (Commission | | (I.R.S. Employer |
of incorporation) | | File Number) | | Identification No.) |
9454 Wilshire Blvd., #300, Beverly Hills, CA 90212
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: 855-413-7030
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) |
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☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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☐ | 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:
Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
None | | | | |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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.
At the December 18, 2023 Annual Meeting of Stockholders of Limitless X Holdings Inc. (the “Company”), the stockholders elected the Company’s Board of Directors (“Board”) and voted on four Board proposals contained within the Company’s Proxy Statement, dated December 1, 2023.
The following Board nominees were elected to hold office until the next Annual Meeting of Stockholders or until their respective successors are elected and qualified with the following votes:
Nominee | | For | | Withhold |
Jaspreet Mathur | | 2,664,462 | | 33,056 |
Kenneth Haller | | 2,664,462 | | 33,056 |
Bharat Raj Mathur | | 2,664,461 | | 33,057 |
Amanda Saccomanno | | 2,662,795 | | 34,723 |
Dov Konetz | | 2,662,794 | | 34,724 |
Dan Fleyshman | | 2,662,795 | | 34,723 |
Leon Anderson | | 2,662,795 | | 34,723 |
Michael Braun | | 2,662,794 | | 34,724 |
Hassan Iddrissu | | 2,662,794 | | 34,724 |
The stockholders also voted on the following proposals and cast their votes as described below:
Proposal | | For | | Against | | Abstain |
To ratify the appointment of BF Borgers CPA PC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. | | 2,697,408 | | 110 | | - |
Proposal | | For | | Against | | Abstain |
To approve and adopt the Company’s 2023 Equity Incentive Plan. | | 2,662,961 | | 32,890 | | 1,667 |
Proposal | | Every Year | | Every Two Years | | Every Three Years | | Abstain |
To approve, by non-binding “say-on-frequency” vote, how often to have or the timeline for the Company’s say-on-pay vote. | | 2,694,907 | | 2,334 | | - | | 167 |
Proposal | | For | | Against | | Abstain |
To approve, by non-binding “say-on-pay” vote, the compensation of the Company’s named executive officers. | | 2,697,241 | | 110 | | 167 |
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 thereunto duly authorized.
| Limitless X Holdings Inc. |
| | |
Dated: December 20, 2023 | By: | /s/ Jaspreet Mathur |
| | Jaspreet Mathur |
| | Chief Executive Officer |