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TLRS Timberline Resources

Filed: 19 Apr 21, 2:40pm

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:  April 14, 2021

(Date of earliest event reported)

 

Picture 1 

 

Timberline Resources Corporation

(Exact name of registrant as specified in its charter)

 

Commission File Number: 001-34055

_____________________________________

 

 

 

Delaware

82-0291227

(State or other jurisdiction of incorporation)

(IRS Employer Identification No.)

 

101 East Lakeside Avenue

Coeur d’Alene, Idaho 83814

(Address of principal executive offices, including zip code)

 

(208) 664-4859

(Registrant’s telephone number, including area code)

 

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:

 

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))

 

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

 

Trading Symbol(s)

 

Name of Each Exchange on Which Registered

Common Stock, $0.001 par value

 

TLRS

TBR

 

OTCQB

TSX-V

 

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


 

SECTION 5 – CORPORATE GOVERNANCE AND MANAGEMENT

 

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

 

The Company held its Annual General Meeting of Shareholders on April 14, 2021 in Coeur d’Alene, Idaho.  Proxies were solicited under the proxy statement filed with the Securities and Exchange Commission on March 3, 2021.

 

The issued and outstanding shares at February 25, 2021, the date of record, totaled 114,240,282 shares. Total shares voted at the meeting were 64,753,791, or 56.68% of the issued and outstanding shares. The Company received overwhelming approval for all proposals submitted to shareholders as follows:  

 

Proposal #1 – Election of Directors

 

To elect the nominees to Timberline’s board of directors to serve until Timberline’s 2022 annual meeting of shareholders or until successors are duly elected and qualified:

   Leigh Freeman

   Quinton Hennigh

   Patrick Highsmith

   William Matlack

   Donald McDowell

For

 

 

 

 

 

58,007,079

58,920,883

58,904,617

58,507,488

59,391,998

Withheld

 

 

 

 

 

1,845,256

931,452

947,718

1,344,847

460,337

 

 

 

 

Proposal #2

 

To ratify the appointment of Timberline’s independent registered public accounting firm for the fiscal year ended September 30, 2021

For

 

64,596,226

Against

 

113,452

Abstain

 

44,113

Proposal #3

 

To conduct an advisory vote on executive compensation

For

 

58,377,765

Against

 

1,216,652

Abstain

 

257,918

Proposal #4

 

To amend and restate Timberline’s 2018 Stock and Incentive Plan

For

 

58,241,505

Against

 

1,451,184

Abstain

 

159,646

Proposal #5

 

To amend Timberline’s Certificate of Incorporation to increase the number of authorized shares of common stock, par value $0.001 from 200,000,000 to 500,000,000 shares

For

 

58,920,120

Against

 

683,310

Abstain

 

248,905

 

 

 

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.

 

 

TIMBERLINE RESOURCES CORPORATION

 

Date: April 19, 2021

By:

/s/ Ted R. Sharp

 

 

 

Ted R. Sharp
Chief Financial Officer