Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 8, 2021, Smart Sand, Inc. (the "Company") held its annual meeting of stockholders (the “Annual Meeting”). As of the record date for the Annual Meeting, 43,335,372 shares of common stock were outstanding, each entitled to one vote per share. At the Annual Meeting, the Company’s stockholders were requested to: (i) elect two Class II members of the Company’s board of directors to serve until the Company’s 2024 annual meeting of stockholders; (ii) ratify the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2021; and (iii) approve, on an advisory basis, the compensation of the Company’s named executive officers for the year ended December 31, 2020. Each of the foregoing proposals is more fully described in the Company’s definitive proxy statement, which was filed with the Securities and Exchange Commission on April 23, 2021.
1. The stockholders elected Andrew Speaker and Frank Porcelli to serve as Class II members of the Company’s board of directors for a three-year term. The results of the voting are as follows:
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Name
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For
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Withheld
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Broker Non-Votes
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Andrew Speaker
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15,868,814
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1,139,034
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17,353,702
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Frank Porcelli
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16,733,450
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274,398
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17,353,702
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2. The stockholders also approved the proposal to ratify the selection of Grant Thornton LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2021. The voting results for this proposal were 34,067,225 shares for, 188,274 shares against, and 106,051 shares abstained.
3. The stockholders also approved, on a non-binding and advisory basis, the compensation paid to the Company’s named executive officers during the year ended December 31, 2020. The voting results for this proposal were 16,038,831 shares for, 581,201 shares against, 387,816 shares abstained, and 17,353,702 shares were broker non-votes.