UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 27, 2022, Origin Materials, Inc. (“Origin Materials” or the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”). A total of 141,418,989 shares of common stock were entitled to vote as of April 28, 2022, the record date for the Annual Meeting. There were 74,851,846 shares of common stock present in person or represented by proxy at the Annual Meeting at which the stockholders were asked to vote on three proposals, each of which is described in more detail in Origin Materials’ definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on May 18, 2022, as amended (the “Proxy Statement”). Set forth below are the matters acted upon by the stockholders, and the final voting results of each such proposal.
Proposal No. 1: Election of Directors
| Directors Elected |
Vote For |
Withheld |
Broker | |||
| Pia Heidenmark Cook |
40,710,292 | 11,176,771 | 22,964,783 | |||
| William Harvey |
40,424,810 | 11,462,253 | 22,964,783 | |||
| Boon Sim |
42,220,466 | 9,666,596 | 22,964,783 |
Based on the votes set forth above, Origin Materials’ stockholders elected each of the three nominees set forth above to serve as a director of Origin Materials until the 2025 annual meeting of stockholders and until their successors are elected and qualified.
Proposal No. 2: Ratification of the Appointment of Independent Registered Public Accounting Firm
The ratification of the appointment of Grant Thornton LLP as Origin Materials’ independent registered public accounting firm for the fiscal year ending December 31, 2022, as set forth in the Proxy Statement, received the following votes:
| For |
Against |
Abstain | ||
| 74,642,855 | 66,858 | 142,133 |
Based on the votes set forth above, Origin Materials’ stockholders ratified the selection of Grant Thornton LLP as Origin Materials’ independent registered public accounting firm to serve for the year ending December 31, 2022.
Proposal No. 3: Advisory Vote on the Frequency of Future Advisory Stockholder Votes on Compensation of Named Executive Officers
The advisory (non-binding) vote on the frequency of future advisory stockholder votes on the compensation of Origin Materials’ named executive officers, as set forth in the Proxy Statement, received the following votes:
| One Year |
Two Years |
Three Years |
Abstaining |
Broker | ||||
| 49,929,676 | 839,850 | 955,249 | 162,287 | 22,964,783 |
Based on the votes set forth above, Origin Materials’ stockholders advised that they were in favor of one year as the frequency of holding future stockholder advisory votes on the compensation of the Company’s named executive officers.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ORIGIN MATERIALS, INC. | ||||||
| Dated: June 29, 2022 |
||||||
| By: |
/s/ NATE WHALEY | |||||
| Nate Whaley | ||||||
| Chief Financial Officer | ||||||