UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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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 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
Charles & Colvard, Ltd. (the “Company”) held its Annual Meeting of Shareholders on November 17, 2022 (the “Annual Meeting”). The shareholders considered three proposals, each of which is described in more detail in the definitive proxy statement for the Company’s 2022 Annual Meeting of Shareholders filed with the Securities and Exchange Commission on September 30, 2022 (the “Proxy Statement”).
Proposal 1: To elect five nominees described in the Proxy Statement to the Company’s Board of Directors. The votes were cast as follows:
| For | Withheld | Broker Non-Votes | ||||
| Anne M. Butler | 13,849,495 | 1,984,582 | 7,366,432 | |||
| Benedetta Casamento | 14,634,391 | 1,199,686 | 7,366,432 | |||
| Neal I. Goldman | 14,559,742 | 1,274,335 | 7,366,432 | |||
| Don O’Connell | 15,133,442 | 700,635 | 7,366,432 | |||
| Ollin B. Sykes | 14,731,245 | 1,102,832 | 7,366,432 |
All director nominees were duly elected.
Proposal 2: To ratify the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2023. The votes were cast as follows:
| For | Against | Abstain | ||
| 22,947,317 | 26,102 | 227,090 |
Proposal 2 was approved.
Proposal 3: To vote, on an advisory (nonbinding) basis, to approve executive compensation. The votes were cast as follows:
| For | Against | Abstain | Broker Non-Votes | |||
| 11,692,450 | 1,453,476 | 2,688,150 | 7,366,433 |
Proposal 3 was approved.
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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.
| Charles & Colvard, Ltd. | ||
| November 21, 2022 | By: | /s/ Clint J. Pete |
| Clint J. Pete | ||
| Chief Financial Officer | ||
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