UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 23, 2023
(Exact name of registrant as specified in charter)
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(State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (305 ) 671-8000
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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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.
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At the 2023 Annual Meeting of Stockholders of International Money Express, Inc. (the “Company”), held on June 23, 2023, the Company’s stockholders (i)
elected two Class II Directors to serve for a three-year term or until their respective successors are duly elected and qualified, (ii) ratified the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the
fiscal year ending December 31, 2023, (iii) approved a non-binding advisory resolution regarding the compensation of the Company’s named executive officers and (iv) recommended, on a non-binding advisory basis, 1 year as the frequency of the vote
regarding the compensation of the Company’s named executive officers. The final results for the votes regarding the proposals are set forth below.
Proposal 1 - Election of the Following Class II Directors:
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Class II Directors:
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Votes For
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Votes Withheld
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Broker
Non-Votes
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Debra Bradford
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13,929,740
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11,392,670
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2,440,739
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John Rincon
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15,261,098
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10,061,312
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2,440,739
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Proposal 2 - Ratification of the Appointment of BDO USA, LLP as the Company’s Independent Registered Public Accounting Firm for the
Fiscal Year Ending December 31, 2023:
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Votes For
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Votes Against
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Abstained
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Broker
Non-Votes
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27,753,123
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8,279
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1,747
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N/A
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Proposal 3 – Approval of a non-binding advisory resolution regarding the compensation of the Company’s named executive officers:
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Votes For
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Votes Against
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Abstained
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Broker
Non-Votes
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25,118,875
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194,955
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8,580
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2,440,739
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Proposal 4 – A non-binding advisory resolution regarding the frequency of the vote regarding the compensation of the Company’s named
executive officers:
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1 Year
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2 Years
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3 Years
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Abstained
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Broker
Non-Votes
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24,442,048
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86,400
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788,474
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5,488
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2,440,739
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SIGNATURE
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.
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INTERNATIONAL MONEY EXPRESS, INC.
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Dated: June 26, 2023
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By:
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/s/ Ernesto Luciano
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Name:
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Ernesto Luciano
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Title:
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Chief Legal Officer, General Counsel & Corporate Secretary
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