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): September 27, 2022
(Exact name of registrant as specified in its charter)
| Nevada | 001-38754 | 99-0367049 |
| (State or other jurisdiction | (Commission | (IRS Employer |
| of incorporation) | File Number) | Identification No.) |
8541 E. Anderson Drive, Suite 100
Scottsdale, Arizona, United States
85255
(Address of principal executive offices) (ZIP Code)
Registrant’s telephone number, including area code: (480) 656-2423
Not Applicable
(Former name or former address, if changed since last report)
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:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbols | Name of each exchange on which registered | ||
| Common stock, par value $0.001 per share | WTER | The Nasdaq Stock Market LLC |
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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective as of September 27, 2022, our company's 2020 Equity Incentive Plan was amended to increase the number of shares of common stock available for grant of non-stock awards by 5,000,000 shares.
Item 5.07 Submission of Matters to a Vote of Security Holders.
On September 27, 2022, we held an annual meeting of stockholders. At the meeting, our stockholders:
1. elected Frank Lazaran, David A. Guarino, Aaron Keay and Brian Sudano as the directors of our company;
2. ratified the appointment of Prager Metis CPAs, LLC as our independent registered public accounting firm; and
3. approved, ratified and confirmed the increase in the number of shares of common stock available for grant of non-stock option awards under our company's 2020 Equity Incentive Plan by 5,000,000 shares.
The final voting results for each of the proposals submitted to a vote of our stockholders are set forth below.
Proposal 1. Election of Directors:
| For | Against | Abstain | Broker Non-Votes | |
| Frank Lazaran | 41,129,121 | 5,563,775 | 270,283 | 34,760,502 |
| David A. Guarino | 40,930,726 | 5,669,710 | 362,743 | 34,760,502 |
| Aaron Keay | 40,460,212 | 6,146,864 | 356,102 | 34,760,502 |
| Brian Sudano | 40,620,591 | 5,978,013 | 364,575 | 34,760,502 |
Proposal 2. To ratify the appointment of Prager Metis CPAs, LLC as our independent registered public accounting firm:
| For | Against | Abstain | Broker Non-Votes |
| 79,471,921 | 552,302 | 1,249,458 | 34,760,502 |
Proposal 3. To approve, ratify and confirm the increase in the number of shares of common stock available for grant of non-stock option awards under our company's 2020 Equity Incentive Plan by 5,000,000 shares:
| For | Against | Abstain | Broker Non-Votes |
| 41,661,602 | 4,554,908 | 746,669 | 34,760,502 |
SIGNATURES
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.
THE ALKALINE WATER COMPANY INC.
/s/ David A. Guarino
David A. Guarino
Chief Financial Officer and Director
September 30, 2022