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):  June 9, 2020

 

RARE ELEMENT RESOURCES LTD.

(Exact name of registrant as specified in its charter)

 

British Columbia, Canada

001-34852

Not Applicable

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

P.O. Box 271049

Littleton, Colorado

80127

 

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:

(720) 278-2460

 

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:

 

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 240.14d-2(b))

 

o

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 o

 

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. o



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

On June 9, 2020, Rare Element Resources Ltd. (the “Company”) held its annual meeting of shareholders for the fiscal year ended December 31, 2019 (the “Meeting”).  At the Meeting, two proposals were submitted to the shareholders for approval as set forth in the Company’s definitive information and proxy circular filed on April 23, 2020.  As of the record date (April 15, 2020), a total of 104,007,066 common shares of the Company were outstanding and entitled to vote.  In total, 83,433,736 common shares were present in person or represented by proxy at the Meeting, which represented approximately 80.21% of the shares outstanding and entitled to vote as of the record date.

The votes on the proposals were cast as set forth below:

1.Proposal No. 1 – Election of Directors.  The shareholders elected the entire slate of directors presented to the shareholders.  As a result, the Company’s board of directors consists of the seven persons elected at the Meeting. 

Name

 

For

 

Withheld

 

Broker Non-Votes

Gerald W. Grandey

 

58,319,593

 

558,058

 

24,556,085

Barton S. Brundage

 

58,360,458

 

517,193

 

24,556,085

Kenneth J. Mushinski

 

58,332,606

 

545,045

 

24,556,085

David I. Roberts

 

58,231,845

 

645,806

 

24,556,085

Paul J. Schlauch

 

58,363,190

 

514,461

 

24,556,085

Randall J. Scott

 

57,091,632

 

1,786,019

 

24,556,085

Lowell A. Shonk

 

58,331,171

 

546,480

 

24,556,085

 

2.Proposal No. 2 – Ratification of the appointment of Plante & Moran, PLLC as the auditor of the Company for the fiscal year ending December 31, 2020. 

For

 

Against

 

Abstain

82,015,342

 

335,823

 

1,082,571




SIGNATURE

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.

Date:  June 11, 2020

RARE ELEMENT RESOURCES LTD.

 

 

By: /s/ Randall J. Scott                                    

Name:Randall J. Scott 

Title: President and Chief Executive Officer