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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): February 29, 2024

 

PINEAPPLE FINANCIAL INC.

(Exact name of registrant as specified in charter)

 

Canada   001-41738   Not applicable
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification No.)

 

Unit 200, 111 Gordon Baker Road

North York, Ontario M2H 3R1

(Address of principal executive offices) (Zip Code)

 

(416) 669-2046

(Registrant’s telephone number, including area code)

 

Not Applicable

(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:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Shares, no par value   PAPL   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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

 

Emerging growth ☒

 

If an emerging growth company, indicate by check mart 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 29, 2024, at the 2024 Annual Meeting of Stockholders (the “Meeting”) of PINEAPPLE FINANCIAL INC. (the “Company”) stockholders voted on the matters described below.

 

1. The Company’s stockholders elected seven directors, each to serve until his/her successor is duly elected and qualified at the Meeting or until his/her earlier resignation or removal. The number of shares that (a) voted for the election of each director and (b) voted against the election of each director is summarized in the table below:

 

Director Nominee   Votes For     Votes Against  
             
Shubha Dasgupta     1,950,041       1,405  
Christa Mitchell     1,950,235       1,211  
Kendall Marin     1,950,235       1,211  
Drew Green     1,847,882       103,564  
Paul Baron     1,950,446       1,000  
Tasis Giannoukakis     1,950,346       1,100  
Nima Besharat     1,950,235       1,211  

 

2. Proxies were solicited on behalf of the Board of Directors of the Company and a vote by ballot was taken for and against the ratification of the appointment of MNP LLP as the independent registered public accounting firm of the Company for the fiscal year ending August 31, 2024. The number of shares that voted for, against, and withheld from voting for this proposal is summarized in the table below:

 

Votes For   Votes Against   Votes Abstain
         
2,147,249   -   572

 

3. The Company’s stockholder held an advisory vote on the compensation of the named executive officers. The number of shares that voted for, against, and withheld from voting for this proposal is summarized in the table below:

 

Votes For   Votes Against   Votes Abstain
         
1,949,785   131   1,530

 

4. The Company’s stockholders recommend, on a non-binding advisory basis, the frequency of future advisory votes on the compensation of the Company’s named executive officers. The number of shares that voted for this proposal is summarized in the table below:

 

Three Year   Two Year   One Year
         
1,831,587   2,167   116,751

 

 

 

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: March 5, 2024

 

PINEAPPLE FINANCIAL INC.  
   
By: /s/ Shubha Dasgupta  
  Shubha Dasgupta  
  Chief Executive Officer