(Nasdaq: ABTL), a leading provider of online consumer leads and marketing resources for the automotive industry, announced today that its Annual Meeting of Stockholders held yesterday has been adjourned until 4:00 p.m. Pacific Daylight Time on Wednesday, July 3, 2013 to provide additional time for stockholders to vote on or submit proxies with respect to Proposal 3, the proposal to amend the company’s certificate of incorporation to clarify the board of directors’ authority to fix the voting rights of any series of preferred stock created and issued pursuant to the provisions of the company’s certificate of incorporation authorizing the creation and issuance of one or more series of preferred stock. Proposal 3 is the only proposal submitted to stockholders at the Annual Meeting for which the polls remain open. As of June 20, 2013, approximately 87% of outstanding shares had been voted at the Annual Meeting, with approximately 74% of the shares voted on Proposal 3 cast in favor of the proposal.
The company also announced that the following proposals were approved by stockholders at the Annual Meeting:
- Proposal 1: The reelection of Mr. Michael J. Fuchs and Ms. Janet Thompson as Class III directors of Autobytel’s board of directors.
- Proposal 2: An amendment of Autobytel’s certificate of incorporation to reduce the number of authorized shares of common stock to 55,000,000.
- Proposal 4: An amendment of Autobytel’s certificate of incorporation to eliminate provisions establishing the powers, designations, preferences and rights for series A, B and C Preferred Stock.
- Proposal 5: An advisory vote on the compensation of Autobytel’s named executive officers.
- Proposal 6: A two-year frequency on advisory votes on the compensation of Autobytel’s named executive officers. In light of this advisory vote, the board of directors determined that it will include a stockholder vote on the compensation of executives every two years until the next required vote on the frequency of shareholder advisory votes on the compensation of executives, or the board of directors determines that a different frequency for that vote is in the best interests of the company and its stockholders.
- Proposal 7: The appointment of Moss Adams LLP as Autobytel’s independent registered public accounting firm for 2013 was ratified.
The adjourned meeting will be held at Autobytel’s offices at 18872 MacArthur Boulevard, Suite 200, in Irvine, California. During the adjournment period, the company will continue to solicit proxies from its stockholders with respect to Proposal 3. Stockholders who have already voted or submitted a proxy to vote their shares on Proposal 3 need not take any action on Proposal 3, although they may, prior to the closing of the polls on Proposal 3 at the adjourned meeting, change their vote with respect to Proposal 3 by submitting a new proxy relating to the same shares and bearing a later date, revoking a previously given proxy or attending the adjourned meeting and voting in person, although attendance at the meeting will not, by itself, revoke a proxy. Certificated or record holders may contact our proxy solicitor, MacKenzie Partners, Inc., toll-free at 1-800-322-2885 for assistance in voting or changing a previously cast vote. Stockholders holding shares through a bank, broker or other financial intermediary as custodian should contact that custodian for assistance in voting or changing a previously cast vote.