Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 11, 2021, ToughBuilt Industries, Inc., a Nevada corporation (the “Company”), held its virtual 2021 Annual Stockholders’ Meeting (the “Meeting”).
As of the close of business on April 30, 2021, the record date for the determination of stockholders entitled to vote at the Meeting (the “Record Date”), there were 81,624,587 shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), issued and outstanding, with each share entitled to one vote on each proposal at the Meeting, and nine shares of Series E Preferred Stock, par value $0.0001 per share (the “Series E Preferred”), issued and outstanding, with such shares entitled to an aggregate of 3,602,466 votes on each proposal at the Meeting. Pursuant to the Certificate of Designation for the Series E Preferred, the Series E Preferred votes together with the Common Stock, as a single class, upon any matter submitted to the holders of Common Stock for a vote, except as provided by law, or by written consent in lieu thereof. Therefore, the Common Stock and Series E Preferred outstanding as of the Record Date were entitled to an aggregate of 85,227,053 votes on each proposal at the Meeting. At the Meeting, the combined holders of 49,443,394 shares of the voting stock entitled to notice of and to vote at the Meeting were represented in person or by proxy, representing approximately 58% of the outstanding voting shares, and thereby a quorum pursuant to the Nevada Revised Statutes and the bylaws of the Company was present for the transaction of business at the Meeting.
The final results for each of the matters considered at the Meeting were as follows:
| 1. | Election of the five nominees to the Board: |
| Name | Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||
| Michael Panosian | 18,938,954 | 5,062,506 | 3,240,770 | 22,200,889 | ||||
| Joshua Keeler | 18,691,011 | 5,046,921 | 3,504,298 | 22,200,889 | ||||
| Robert Faught | 19,115,611 | 4,611,070 | 3,515,549 | 22,200,889 | ||||
| Linda Moossaian | 19,134,932 | 4,597,062 | 3,510,236 | 22,200,889 | ||||
| William Placke | 19,272,369 | 4,553,155 | 3,416,706 | 22,200,889 | ||||
Each director nominee was elected to serve as a director until the Company’s 2022 annual meeting of stockholders, or until such person’s successor is duly elected and qualified, or until such person’s earlier resignation, death, or removal. Due to fact that directors are elected by a plurality of the votes cast, votes could only be cast in favor of or withheld from the nominees and thus votes against were not applicable.
| 2. | Discretionary Reverse Stock Split within a Range of 1-for-2 to 1-for-10: |
| Votes For | Votes Against | Abstentions | |||
| 28,512,036 | 20,840,143 | 90,940 | |||
The affirmative vote of the holders of a majority of the outstanding shares was required for approval. The proposal was not approved.
| 3. | Increase in Authorized Common Stock to 500,000,000 Shares: |
| Votes For | Votes Against | Abstentions | |||
| 27,941,204 | 21,362,231 | 139,684 | |||
The affirmative vote of the holders of a majority of the outstanding shares was required for approval. The proposal was not