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 Earliest Event Reported:  June 30, 2015

 

General Moly, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-32986

 

91-0232000

(State or other jurisdiction
of incorporation)

 

(Commission
file number)

 

(IRS employer
identification no.)

 

1726 Cole Blvd., Suite 115
Lakewood, CO 80401
(Address of principal executive offices, including zip code)

 

(303) 928-8599
(Registrant’s telephone number, including area code)

 

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 (see General Instruction A.2 below):

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 210.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 5.07                   Submission of Matters to a Vote of Security Holders.

 

The annual meeting of the stockholders of General Moly, Inc. (the “Company”) was held on June 30, 2015. The matters that were voted upon at the meeting, and the number of votes cast for and against, as well as the number of abstentions and broker non-votes as to each such matter are set forth below.  Stockholders voted in accordance with the Board of Directors’ recommendations on each matter and voted to (1) elect the nominee for director; (2) approve, by advisory vote, the Company’s executive compensation; (3) ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2015; (4) approve the issuance of shares of common stock and warrants that together represent more than 20% of the Company’s outstanding common stock; (5) approve an amendment to the Company’s certificate of incorporation to increase the authorized common stock; and (6) adopt an amendment to the Company’s certificate of incorporation providing the Board of Directors the flexibility to effect a reverse stock split of the Company’s common stock.

 

Proposal #1  Election of Class II member of the Board of Directors

 

 

 

For

 

Against

 

Abstain

 

Broker Non-Votes

 

Ricardo M. Campoy

 

59,640,663

 

2,364,741

 

215,484

 

18,992,587

 

 

Proposal #2  Advisory vote on executive compensation

 

 

 

For

 

Against

 

Abstain

 

Broker Non-Votes

 

 

 

58,606,092

 

3,228,271

 

386,525

 

18,992,587

 

 

Proposal #3  Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2015

 

 

 

For

 

Against

 

Abstain

 

Broker Non-Votes

 

 

 

80,361,585

 

680,111

 

171,779

 

 

 

Proposal #4  Approval of the issuance of shares of common stock and warrants that together represent more than 20% of the Company’s outstanding common stock, issued at a discount to the greater of book or market value of the Company’s common stock

 

 

 

For

 

Against

 

Abstain

 

Broker Non-Votes

 

 

 

52,079,900

 

1.590,867

 

8,550,122

 

18,992,586

 

 



 

Proposal #5  Approval of an amendment to the Company’s Certificate of Incorporation to increase the authorized common stock

 

 

 

For

 

Against

 

Abstain

 

Broker Non-Votes

 

 

 

52,141,377

 

1,627,954

 

8,451,558

 

 

 

Proposal #6  Approval of an amendment to the Company’s Certificate of Incorporation to provide the Board of Directors the flexibility to effect a reverse stock split of the Company’s common stock

 

 

 

For

 

Against

 

Abstain

 

Broker Non-Votes

 

 

 

75,753,910

 

5,329,849

 

129,715

 

 

 

Item 8.01                   Other Events

 

On June 30, 2015, the Company issued a press release announcing the results of the annual meeting of stockholders.  A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K.

 

Item 9.01                           Financial Statements and Exhibits

 

(d)           Exhibits

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release of General Moly, Inc. dated June 30, 2015.

 

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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.

 

 

GENERAL MOLY, INC.

 

 

 

 

 

Dated: July 1, 2015

By:

/s/ David A. Chaput

 

 

David A. Chaput

 

 

Chief Financial Officer

 

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