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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

 

 

Date of report (date of earliest event reported): May 28, 2021

 

 

The Joint Corp.

(Exact name of registrant as specified in its charter)

 

 

Delaware  001-36724  90-0544160
(State or other jurisdiction of incorporation)  (Commission file number)  (IRS employer identification number)

 

 

16767 N. Perimeter Drive, Suite 110

Scottsdale, AZ 85260

(Address of principal executive offices)

 

Registrant’s telephone number, including area code:

(480) 245-5960

 

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

 

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, $0.001 Par Value Per Share JYNT The NASDAQ Capital Market LLC

 

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 5.07    Submission of Matters to a Vote of Security Holders.

 

The 2021 annual meeting of stockholders of The Joint Corp. (the “Company”) was held on May 28, 2021. Set forth below is a brief description of each matter voted on at the meeting and the final voting results.

 

Proposal 1. The election of seven members of the Company’s board of directors for terms expiring at the 2022 annual meeting of stockholders. In accordance with the results below, each nominee was elected to serve as a director.

 

  Votes For Votes Against Abstentions
Matthew E. Rubel 9,191,423 440,414 25,000
James H. Amos, Jr. 9,069,921 569,034 17,882
Ronald V. DaVella 7,509,182 2,122,423 25,232
Suzanne M. Decker 9,613,537 25,522 17,778
Peter D. Holt 9,623,820 15,239 17,778
Abe Hong 9,614,560 24,395 17,882
Glenn J. Krevlin 9,625,096 13,963 17,778

 

Proposal 2. The approval, on a non-binding advisory basis, of the compensation of the named executive officers as disclosed pursuant to Item 402 of Regulation S-K in the Company’s proxy statement for the 2021 annual meeting of stockholders. In accordance with the results below, the proposed resolution was approved.

 

Votes For

Votes Against Abstentions
9,495,583 128,623 32,631

 

 

Proposal 3. The ratification of the selection of BDO USA, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021. In accordance with the results below, the selection of BDO USA, LLP was ratified.

 

Votes For Votes Against Abstentions
12,076,785 1,781 23,999

 

 

 

 

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.

 

Date: June 2, 2021

 

  The Joint Corp.
     
  By /s/ Peter D. Holt
    Peter D. Holt
    President and Chief Executive Officer