RCI HOSPITALITY HOLDINGS, INC. : Submission of Matters to a Vote of Security Holders (form 8-K)

RICK

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

On September 14, 2021, we held our Annual Meeting of Stockholders at our corporate offices located at 10737 Cutten Road, Houston, Texas 77066, for the following purposes:

(1) To elect six directors, including Eric S. Langan, Travis Reese, Luke Lirot,

Yura Barabash, Elaine J. Martin and Arthur Allan Priaulx;

(2) To ratify the appointment of Friedman LLP as our independent registered

public accounting firm for the fiscal year ending September 30, 2021;

(3) To approve a non-binding advisory resolution on executive compensation; and

(4) To transact such other business as may properly come before the meeting.

Based on the votes received in person and by proxy, all of the above-named director nominees were elected, the appointment of Friedman LLP was ratified and the non-binding advisory resolution on executive compensation was approved. There were no other matters presented for action at the Annual Meeting.

The exact results of the stockholder vote are as follows:

Item 1: Election of Directors

Additionally, there was a total of 3,530,509 broker non-votes for the election of directors.

Item 2: Ratification of appointment of Friedman LLP as independent registered

Item 3: Approval of a non-binding advisory resolution on executive compensation

Additionally, there was a total of 3,530,509 broker non-votes for approval of the non-binding advisory resolution on executive compensation.

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