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

On December 29, 2022, as previously disclosed, the Company convened its 2022 Annual Meeting of Stockholders (the "Annual Meeting").

The Company's Proxy Statement included two proposals to be voted on by the stockholders at the Annual Meeting, and details regarding each proposal may be found in the Proxy Statement. On the record date of November 17, 2022, there were 13,091,833 shares of Common Stock outstanding and eligible to vote. At the Annual Meeting, the stockholders: (i) elected the three persons identified below to serve as Class III directors of the Company to hold office until the third annual meeting of stockholders following their election; and (ii) ratified the appointment of Malone Bailey LP as the independent registered public accounting firm of the Company.

Proposal 1: Election of directors

The two nominees for election as Class III directors were elected based upon the following votes:



Name             Votes For Votes Withheld Broker Non-Votes
Andrew L. Graham 2,470,710    731,486        2,309,164
Frederick Mills  2,499,302    702,894        2,309,164
Frank Silcox     3,118,833     83,363        2,309,164

Proposal 2: Ratification of independent registered public accounting firm

The appointment of Malone Bailey LP to serve as the Company's independent registered accounting firm for fiscal year 2022 was ratified as follows:

Votes For Votes Against Votes Abstain Broker Non-Votes 5,445,764 57,377 8,414

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Item 9.01 Financial Statements and Exhibits.



(d) Exhibits


Exhibit     Description
Number

104         Cover Page Interactive Data File, formatted in Inline Extensible
            Business Reporting Language (iXBRL)

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