Item 5.07 Submission of Matters to a Vote of Security Holders.
On February 3, 2023, Belpointe PREP, LLC (the "Company") held its annual meeting
of unitholders (the "Annual Meeting"). As of December 8, 2022, the record date
for the Annual Meeting, the Company had 3,454,449 Class A units, 100,000 Class B
units and one Class M unit outstanding. Holders of the Company's Class A units
and Class B units were entitled to one vote per unit on all matters submitted
for approval of the unitholders at the Annual Meeting. The holder of the
Company's Class M unit was entitled to that number of votes equal ten times the
aggregate number of Class A units and Class B units outstanding on those matters
which the Class M unit is entitled to vote.
At the Annual Meeting, the holders of the Company's Class A and Class B units
voted together as a single class on two proposals, each of which is described in
more detail in the Company's definitive proxy statement on Schedule 14A filed
with the U.S. Securities and Exchange Commission on December 19, 2022. The
holder of the Class M unit was not entitled to vote with respect to the election
of Class I directors. Unitholders approved each of the proposals presented for a
vote. The tables below set forth the number of votes cast for and against or
withheld, and the number of abstentions or broker non-votes, for each matter
voted upon by the Company's unitholders.
1. The individuals below were elected at the Annual Meeting to serve as Class I
directors of the Company until the 2025 annual meeting of the unitholders or
until their respective successors are duly elected or appointed and qualified or
until their earlier resignation, removal, incapacity or death.
Director Nominee For Against Abstain Broker Non-Votes
Timothy Oberweger 279,450 403,131 3,574 1,183,331
Shawn Orser 277,475 405,106 3,574 1,183,331
2. The ratification of the appointment of Citrin Cooperman & Company, LLP, as
the Company's independent registered public accounting firm for the fiscal year
ended December 31, 2022. There were no broker non-votes on this proposal.
For Against Abstain
1,731,250 26,611 11,625
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