Flora Growth Announces Results of 2024 Annual and Special Meeting of Shareholders

Rhea-AI Summary

Flora Growth Corp. (NASDAQ: FLGC) held its 2024 Annual and Special Meeting of Shareholders, where several key proposals were voted on. Shareholders elected four directors to the Board and reappointed Davidson & Company LLP as auditors. They also approved an amendment to increase the number of shares issuable under the 2022 Incentive Compensation Plan from 950,000 to 2,500,000. Additionally, shareholders approved the grant of stock appreciation rights to the CEO and CFO, and the issuance of 635,363 shares to acquire the minority interest of TruHC Pharma GmbH. All proposals passed with significant majority support, demonstrating shareholder confidence in the company's direction and governance.

Positive

• Shareholders approved all proposed measures, indicating strong support for the company's plans
• Increase in shares issuable under the 2022 Incentive Compensation Plan from 950,000 to 2,500,000, potentially allowing for more employee incentives
• Approval to acquire the minority interest of TruHC Pharma GmbH, potentially consolidating Flora's control over this subsidiary

Negative

• Increase in shares issuable under the Incentive Compensation Plan may lead to dilution of existing shareholders' stakes

Fort Lauderdale, Florida--(Newsfile Corp. - August 14, 2024) - Flora Growth Corp. (NASDAQ: FLGC) (FSE: 7301) ("Flora" or the "Company") held its 2024 Annual and Special Meeting of Shareholders (the "Annual Meeting"). The final voting results of the proposals submitted to a vote of the Company's shareholders at the Annual Meeting are as follows:

Proposal 1: Election of four directors to the Board of Directors of the Company (the "Board") to hold office until the Company's 2025 Annual Meeting of Shareholders or until their respective successors are elected or appointed:

								Broker
Director		For		Against		Abstentions		Non-Votes
Clifford Starke		4,969,741		97,612		18,969		2,778,760
Kevin Taylor		4,931,118		129,648		25,556		2,778,760
Edward Woo		4,881,581		179,654		25,087		2,778,760
Brendan Cahill		5,001,476		57,680		27,166		2,778,760

 

Proposal 2: Reappointment of Davidson & Company LLP, an independent registered public accounting firm, as auditors of the Company for the fiscal year ending December 31, 2024 and authorization of the Board to fix their renumeration.

	For		Against		Abstentions
	7,499,363		323,623		42,096

 

Proposal 3: Approval of an amendment to the Company's 2022 Incentive Compensation Plan to increase the number of shares issuable thereunder from 950,000 to 2,500,000 shares.

							Broker
	For		Against		Abstentions		Non-Votes
	4,776,425		285,446		24,451		2,778,760

 

Proposal 4: Approval of the grant of stock appreciation rights of the Company to the Company's Chief Executive Officer and Chief Financial Officer.

							Broker
	For		Against		Abstentions		Non-Votes
	4,802,189		253,288		30,845		2,778,760

 

Proposal 5: Approval of the issuance of 635,363 shares in accordance with Nasdaq Listing Rule 5635(a) to acquire the minority interest of TruHC Pharma GmbH.

							Broker
	For		Against		Abstentions		Non-Votes
	4,249,883		184,837		26,704		2,778,760

 

No other matters were considered or voted upon at the Annual Meeting.

About Flora Growth Corp.

Flora Growth Corp. is a consumer-packaged goods leader and pharmaceutical distributor serving all 50 states and 28 countries with 20,000+ points of distribution around the world. For more information on Flora, visit www.floragrowth.com.

https://justcbdstore.com
https://www.vesselbrand.com
https://justcbdstore.uk
https://www.phatebo.de/home-en
https://www.australianvaporizers.com.au

Investor Relations:

Investor Relations ir@floragrowth.com
Clifford Starke Clifford.Starke@floragrowth.com

Media:

media@floragrowth.com

Cautionary Statement Concerning Forward-Looking Statements

This press release may contain "forward-looking statements," as defined by U.S. federal securities laws. Forward-looking statements reflect Flora's current expectations and projections about future events at the time, and thus involve uncertainty and risk. The words "believe," "expect," "anticipate," "will," "could," "would," "should," "may," "plan," "estimate," "intend," "predict," "potential," "continue," and the negatives of these words and other similar expressions generally identify forward-looking statements. Such forward-looking statements are subject to various and risks and uncertainties, including those described under section entitled "Risk Factors" in Flora's Annual Report on Form 10-K filed with the United States Securities and Exchange Commission (the "SEC") on March 28, 2024, as such factors may be updated from time to time in Flora's periodic filings with the SEC, which are accessible on the SEC's website at www.sec.gov/edgar. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this release and in Flora's filings with the SEC. While forward-looking statements reflect Flora's good faith beliefs, they are not guarantees of future performance. Flora disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, new information, data or methods, future events or other changes after the date of this press release, except as required by applicable law. You should not place undue reliance on any forward-looking statements, which are based on information currently available to Flora (or to third parties making the forward-looking statements).

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/219906

FAQ

What were the main proposals approved at Flora Growth's 2024 Annual Meeting?

The main proposals approved at Flora Growth's 2024 Annual Meeting included the election of four directors, reappointment of auditors, increasing shares under the Incentive Compensation Plan, granting stock appreciation rights to executives, and issuing shares to acquire a minority interest in TruHC Pharma GmbH.

How many new shares can be issued under Flora Growth's (FLGC) amended 2022 Incentive Compensation Plan?

Flora Growth's shareholders approved an amendment to increase the number of shares issuable under the 2022 Incentive Compensation Plan from 950,000 to 2,500,000 shares.

Did Flora Growth (FLGC) shareholders approve the acquisition of TruHC Pharma GmbH's minority interest?

Yes, Flora Growth shareholders approved the issuance of 635,363 shares to acquire the minority interest of TruHC Pharma GmbH, in accordance with Nasdaq Listing Rule 5635(a).

Who was reappointed as Flora Growth's (FLGC) auditor for the fiscal year ending December 31, 2024?

Davidson & Company LLP, an independent registered public accounting firm, was reappointed as Flora Growth's auditor for the fiscal year ending December 31, 2024.