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Tuesday, 08/14/2018 6:43:17 AM

Tuesday, August 14, 2018 6:43:17 AM

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Dear Stockholder:

The board of directors and officers of PEDEVCO Corp., a Texas corporation, join me in extending to you a cordial invitation to attend the 2018 annual meeting of our stockholders, which we refer to as the annual meeting. This meeting will be held on September 27, 2018 at 10:00 a.m. local time at PEDEVCO Corp.’s corporate office located at 1250 Wood Branch Park Dr., Houston, Texas 77079.

Details regarding the business to be conducted are more fully described in the accompanying Notice of Annual Meeting and Proxy Statement. As permitted by the rules of the Securities and Exchange Commission (the “ SEC” or the “Commission”), we have provided access to our proxy materials over the Internet. Accordingly, we are sending a Notice of Internet Availability of Proxy Materials, or E-proxy notice, on or about August 16, 2018 to our stockholders of record as of the close of business on August 9, 2018. The E-proxy notice contains instructions for your use of this process, including how to access our proxy statement and annual report and how to authorize your proxy to vote online. In addition, the E-proxy notice contains instructions on how you
may receive a paper copy of the proxy statement and annual report or elect to receive your proxy statement and annual report over the Internet. We believe these rules allow us to provide you with the information you need while lowering the costs of delivery and reducing the environmental impact of the annual meeting.

If you are unable to attend the annual meeting in person, it is very important that your shares be represented and voted at the meeting. You may authorize your proxy to vote your shares over the Internet as described in the E-proxy notice. Alternatively, if you received a paper copy of the proxy card by mail, please complete, date, sign and promptly return the proxy card. You may also authorize your proxy to vote your shares by telephone or fax as described in your proxy card. If you authorize your proxy to vote your shares over the Internet, return your proxy card by mail or vote by telephone prior to the annual meeting, you may nevertheless revoke your proxy and cast your vote personally at the meeting.

We look forward to seeing you on September 27, 2018. Your vote and participation in our governance is very important to us.
Sincerely,

Frank C. Ingriselli
Chairman
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