UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): December 11, 2019
(Exact name of registrant as specified in its charter)
Nevada
(State or Other Jurisdiction of Incorporation)
|
|
|
|
|
001-36908 |
|
98-0138393 |
|
(Commission File Number) |
|
(IRS Employer Identification No.) |
665 Anderson Street
Winnemucca, Nevada
89445
(Address of Principal Executive Offices)
(775) 625-3600
(Registrant’s telephone number, including area code)
(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 Instructions 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:
|
Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
|
Common Stock, $0.01 Par Value Per Share |
|
PZG |
|
NYSE American |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (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 5.07Submission of Matters to a Vote of Security Holders.
Paramount Gold Nevada Corp. (the “Company”) held its annual stockholder meeting on December 11, 2019. Of the 27,616,745 shares outstanding and entitled to vote at the meeting, 15,102,929 shares of common stock or 54.69% were voted.
At the annual stockholder meeting, the stockholders of the Company were asked to consider and vote on three proposals. The election results for each proposal were as follows:
Proposal #1: Election of Directors
The stockholders elected the following seven individuals to the Company’s Board of Directors for a one-year term expiring at the 2020 Annual General Meeting. The voting results were as follows:
|
|
|
|
|
|||||||||||||
|
|
|
For |
|
|
Withheld |
|
|
Broker Non-Votes |
|
|
Approval Percentage(1) |
|
||||
|
Rudi Fronk |
|
|
9,165,750 |
|
|
|
232,023 |
|
|
|
5,705,156 |
|
|
|
97.53% |
|
|
Glen Van Treek |
|
|
9,125,191 |
|
|
|
272,582 |
|
|
|
5,705,156 |
|
|
|
97.10% |
|
|
Christopher Reynolds |
|
|
9,170,696 |
|
|
|
227,077 |
|
|
|
5,705,156 |
|
|
|
97.58% |
|
|
John Carden |
|
|
9,097,135 |
|
|
|
300,638 |
|
|
|
5,705,156 |
|
|
|
96.80% |
|
|
Eliseo Gonzalez-Urien |
|
|
9,152,631 |
|
|
|
245,142 |
|
|
|
5,705,156 |
|
|
|
97.39% |
|
|
Pierre Pelletier |
|
|
9,159,296 |
|
|
|
238,477 |
|
|
|
5,705,156 |
|
|
|
97.46% |
|
|
John Seaberg |
|
|
9,163,773 |
|
|
|
234,000 |
|
|
|
5,705,156 |
|
|
|
97.51% |
|
Proposal #2: Ratification of Appointment of Independent Registered Public Accounting Firm
The stockholders ratified the appointment of MNP LLP as the Company’s independent registered public accountants for the year ended June 30, 2020. The voting results were as follows:
|
|
For |
|
|
Against |
|
|
Abstain |
|
|
Broker Non-Votes |
|
|
Approval Percentage (1) |
|
|||||
|
|
|
14,599,257 |
|
|
|
139,228 |
|
|
|
364,444 |
|
|
|
0 |
|
|
|
96.67% |
|
Proposal #3: Vote to Approve the Payment of Interest Payable on Outstanding Convertible Notes in Common Stock
The stockholders approved the payment of interest payable on outstanding convertible notes in common stock. The voting results were as follows:
|
|
For |
|
|
Against |
|
|
Abstain |
|
|
Broker Non-Votes |
|
|
Approval Percentage (1) |
|
|||||
|
|
|
8,716,627 |
|
|
|
298,634 |
|
|
|
382,512 |
|
|
|
5,705,156 |
|
|
|
92.75% |
|
(1) Percentage of votes cast for the nominee or proposal.
SIGNATURE
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.
|
|
|
PARAMOUNT GOLD NEVADA CORP. |
|
|
|
|
|
|
|
Date: December 13, 2019 |
|
By: |
/s/ Carlo Buffone |
|
|
|
|
Carlo Buffone |
|
|
|
|
Chief Financial Officer |