Castellum, Inc. Reports Director Changes and Officer Compensation Adjustments
Ticker: CTM · Form: 8-K · Filed: May 29, 2024 · CIK: 1877939
Sentiment: neutral
Topics: governance, officer-compensation, director-changes
TL;DR
Castellum's board is changing, exec pay is being tweaked, and they're voting on stuff.
AI Summary
On May 29, 2024, Castellum, Inc. filed an 8-K report detailing several key events. These include the departure of a director, the election of a new director, and adjustments to compensatory arrangements for certain officers. The company also submitted matters to a vote of its security holders and reported other events.
Why It Matters
Changes in board composition and executive compensation can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.
Risk Assessment
Risk Level: medium — Director departures and changes in compensatory arrangements can indicate internal shifts or challenges within the company.
Key Players & Entities
- Castellum, Inc. (company) — Registrant
- May 29, 2024 (date) — Date of earliest event reported
FAQ
Who departed from Castellum, Inc.'s board of directors?
The filing indicates the departure of a director, but the specific name is not provided in the provided text.
Who was elected as a new director to Castellum, Inc.'s board?
The filing states that a director was elected, but the specific name is not mentioned in the provided text.
What specific compensatory arrangements for officers were adjusted?
The filing mentions adjustments to compensatory arrangements for certain officers, but the details of these adjustments are not specified in the provided text.
What is the primary business of Castellum, Inc. according to the filing?
Castellum, Inc. is classified under SERVICES-MANAGEMENT CONSULTING SERVICES [8742].
In which state was Castellum, Inc. incorporated?
Castellum, Inc. was incorporated in Nevada.
Filing Stats: 759 words · 3 min read · ~3 pages · Grade level 10 · Accepted 2024-05-29 16:02:16
Key Financial Figures
- $0.0001 — ich registered Common stock, par value $0.0001 per share CTM NYSE American LLC Indic
Filing Documents
- ctm-20240529.htm (8-K) — 41KB
- exhibit991may292024.htm (EX-99.1) — 11KB
- castellumlogoa.jpg (GRAPHIC) — 50KB
- 0001877939-24-000041.txt ( ) — 250KB
- ctm-20240529.xsd (EX-101.SCH) — 2KB
- ctm-20240529_lab.xml (EX-101.LAB) — 22KB
- ctm-20240529_pre.xml (EX-101.PRE) — 13KB
- ctm-20240529_htm.xml (XML) — 3KB
07 Submission of Matters to a Vote of Security Holders
Item 5.07 Submission of Matters to a Vote of Security Holders. The Company held its annual meeting of stockholders on May 29, 2024 (the "2024 Annual Meeting"), at which three proposals were submitted to the Company's stockholders. The proposals are described in detail in the Company's proxy statement for the 2024 Annual Meeting filed with the Securities and Exchange Commission on April 16, 2024 (the "2024 Proxy Statement"). A quorum of the Company's common shares was present for the 2024 Annual Meeting, and the final results for the votes regarding the proposals are set forth below. Proposal 1 - Stockholders elected seven directors of the Company to hold office until the next Annual Meeting of Stockholders and until their successors are duly elected and qualify. The name of each director elected, and the votes cast for such individuals are set forth below: Name For Withheld Broker Non-Votes Mark S. Alarie 34,419,811 711,585 4,838,305 John F. Campbell 34,378,174 753,222 4,838,305 Bernard S. Champoux 34,509,476 621,920 4,838,305 Patricia Frost 34,099,822 1,031,574 4,838,305 Mark C. Fuller 31,597,875 3,533,521 4,838,305 C. Thomas McMillen 34,531,227 600,169 4,838,305 Jay O. Wright 31,719,597 3,411,799 4,838,305 Proposal 2 - Stockholders approved a proposal to ratify the Company's appointment of RSM US LLP as the Company's independent registered public accounting firm for the fiscal year ended December 31, 2024. The votes regarding Proposal 2 are set forth below: For Against Abstentions 37,754,956 2,197,068 17,677 Proposal 3 - Stockholders approved an amendment to the Castellum, Inc. 2021 Stock Incentive Plan to increase the aggregate number of shares reserved for issuance under the plan to 6,000,000. The votes regarding Proposal 3 are set forth below: For Against Abstentions Broker Non-Votes 33,317,437 1,787,570 26,389 4,838,305
01 Other Events
Item 8.01 Other Events. On May 29, 2024, the Company issued a press release announcing leadership changes. The full text of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits . Exhibit No. Exhibit Title 99.1 Press Release dated May 29 , 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
SIGNATURES
SIGNATURES 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. CASTELLUM, INC. Date: May 29, 2024 By: /s/ Mark C. Fuller Name: Mark C. Fuller Title: Chief Executive Officer (Principal Executive Officer)