UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 5, 2018
EMPIRE RESORTS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-12522 | 13-3714474 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| c/o Monticello Casino and Raceway, 204 State Route 17B, P.O. Box 5013, Monticello, NY |
12701 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (845) 807-0001
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 to 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)) |
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 5.07. | Submission of Matters to a Vote of Security Holders. |
On November 5, 2018, Empire Resorts, Inc. (the “Company”) held its 2018 Annual Meeting of Stockholders (the “Annual Meeting”) in Monticello, New York. At the Annual Meeting, stockholders voted:
| • | To elect seven directors to serve on the Board for a one year term that expires at the 2019 annual meeting of stockholders or until their respective successors are elected and qualified or until their earlier resignation or removal; and |
| • | To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018. |
All seven nominees were elected as directors with the following vote:
| Nominee |
For |
Withheld |
Broker Non-Votes | |||
| Ryan Eller |
29,770,430 | 113,031 | 2,316,797 | |||
| Emanuel R. Pearlman |
29,736,250 | 147,211 | 2,316,797 | |||
| Edmund Marinucci |
29,743,273 | 140,188 | 2,316,797 | |||
| Nancy A. Palumbo |
29,711,427 | 172,034 | 2,316,797 | |||
| Gregg Polle |
29,600,519 | 282,942 | 2,316,797 | |||
| Keith Horn |
29,837,103 | 46,358 | 2,316,797 | |||
| Gerard Ewe Keng Lim |
29,725,578 | 157,883 | 2,316,797 |
The appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 30, 2018 was ratified with the following vote:
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 32,034,193 | 151,230 | 14,745 | 0 |
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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.
Dated: November 5, 2018
| EMPIRE RESORTS, INC. | ||
| By: | /s/ Ryan Eller | |
| Name: Ryan Eller | ||
| Title: President and Chief Executive Officer | ||
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