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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Auddia Inc | NASDAQ:AUUD | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
-0.0313 | -2.16% | 1.4187 | 1.40 | 1.42 | 1.45 | 1.40 | 1.43 | 60,869 | 19:15:21 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
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 29, 2023 (
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
(Address of principal executive offices) | (Zip Code) |
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:
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 exchange on which registered |
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. |
On December 29, 2023, the Company held its 2023 Annual Meeting of Stockholders.
The matters voted upon at the Annual Meeting and the results of such voting are set forth below.
Proposal 1 - Election of five directors to serve a term ending at the 2024 annual meeting, in each case until their respective successors are duly elected and qualified.
Nominee | Votes For | Withheld | Broker Non-Votes | |||||||||
Jeffrey Thramann | 6,464,751 | 150,158 | 4,601,665 | |||||||||
Michael Lawless | 6,491,754 | 123,155 | 4,601,665 | |||||||||
Stephen Deitsch | 6,026,837 | 588,072 | 4,601,665 | |||||||||
Timothy Hanlon | 6,055,695 | 559,214 | 4,601,665 | |||||||||
Thomas Birch | 6,113,612 | 501,297 | 4,601,665 |
All five director nominees were duly elected.
Proposal 2 - Ratification of appointment of independent registered accounting firm – Haynie & Company
Votes For | Votes Against | Abstain | Broker Non-Votes | |||||||||||
11,022,564 | 23,029 | 170,981 | 0 |
Proposal 2 was approved.
Proposal No. 3 — To grant the board of directors discretionary authority regarding a proposed reverse stock split.
Broker | |||||||||||
For | Against | Abstain | Non-Votes | ||||||||
Common Stock | 10,522,375 | 442,724 | 251,474 | 0 | |||||||
Series A Preferred Stock | 28,143,289 | 1,184,115 | 672,596 | 0 | |||||||
Total Votes | 38,665,664 | 1,626,839 | 924,070 | 0 |
Proposal 3 was approved.
Proposal 4 – Approval of the issuance of shares pursuant to the Company’s equity line
Votes For | Votes Against | Abstain | Broker Non-Votes | |||||||||||
6,041,873 | 552,943 | 20,093 | 4,601,665 | |||||||||||
Proposal 4 was approved.
2 |
Item 8.01. Other Information.
As previously disclosed, in November 2023 the Company sold one (1) share of the Company’s newly designated Series A Preferred Stock to Jeffrey Thramann, the Company’s Executive Chairman, for a purchase price of $1,000. The share of Series A Preferred Stock had proportional voting rights that were limited to the proposal to approve a reverse stock split of the Company’s common stock.
Following the Annual Meeting, on December 29, 2023 the Company redeemed the one outstanding share of Series A Preferred Stock in accordance with its terms. The redemption price was $1,000. No Series A Preferred Stock remains outstanding.
3 |
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.
AUDDIA INC. | ||
December 29, 2023 |
By: | /s/ John E. Mahoney |
Name: John E. Mahoney | ||
Title: Chief Financial Officer |
4 |
Cover |
Dec. 29, 2023 |
---|---|
Document Type | 8-K |
Amendment Flag | false |
Document Period End Date | Dec. 29, 2023 |
Entity File Number | 001-40071 |
Entity Registrant Name | AUDDIA INC. |
Entity Central Index Key | 0001554818 |
Entity Tax Identification Number | 45-4257218 |
Entity Incorporation, State or Country Code | DE |
Entity Address, Address Line One | 2100 Central Avenue |
Entity Address, Address Line Two | Suite 200 |
Entity Address, City or Town | Boulder |
Entity Address, State or Province | CO |
Entity Address, Postal Zip Code | 80301 |
City Area Code | (303) |
Local Phone Number | 219-9771 |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Entity Emerging Growth Company | true |
Elected Not To Use the Extended Transition Period | false |
Common Stock [Member] | |
Title of 12(b) Security | Common Stock |
Trading Symbol | AUUD |
Security Exchange Name | NASDAQ |
Common Stock Warrants | |
Title of 12(b) Security | Common Stock Warrants |
Trading Symbol | AUUDW |
Security Exchange Name | NASDAQ |
1 Year Auddia Chart |
1 Month Auddia Chart |
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