On the shareholders' meeting
1.To elect seven Directors: Kent B. Wilson, Ian Kantrowitz, Gerry Garcia, Edmond Lew, Christophe Jeunot, Jonathan Withem, and Andy Call, each to serve until the next annual meeting of the shareholders or until a successor has been elected and qualified;
2. To ratify the appointment of RSM US LLP to serve as our independent registered public accountants for the fiscal year ending December 31, 2022, and December 31, 2023;
3. To authorize the Board of Directors, at the discretion of the Board and IF necessary to meet the NASDAQ minimum price requirement, but prior to the one-year anniversary of the date on which the Reverse Split Amendment is approved by the Company’s shareholders, to file an Amendment to the Company’s Certificate of Incorporation, as amended to date, to authorize a reverse stock split of the Company’s Class A, Class B, and Class C Common Stock (the “Reverse Split Amendment”) with a ratio in the range between and including 1-for-1.5 shares and 1-for-10 shares;
4. Contingent on the shareholders’ approval of the Reverse Split Amendment proposal, to approve two alternative amendments to our Amended and Restated Certificate of Incorporation to reduce the number of shares of Class A Common Stock we are authorized to issue from 295,000,000 to either 100,000,000 or 200,000,000 shares, respectively, with each proposed amendment to be voted on separately; if the shareholders approve each alternative amendment, the Board of Directors may choose to implement one of the approved reductions or abandon the reductions in its discretion; and
5. To transact such other business as may properly come before the Annual Meeting, or any postponement(s) or adjournment(s) thereof.
The smoker you drink, the player you get.
