Local Bounti Corporation/DE 8-K

What Happened Local Bounti Corporation (LOCL) filed an 8-K on June 12, 2026 reporting the results of its 2026 Annual Meeting of Stockholders held June 10, 2026. As of the April 13, 2026 record date there were 22,795,198 shares outstanding and 87.35% were present by webcast or proxy (quorum). Stockholders elected two Class II directors, ratified WithumSmith+Brown, PC as the independent registered public accounting firm for 2026, and approved shareholder authorizations required by the NYSE related to the potential issuance of shares tied to a March 13, 2026 Convertible Note and Warrant Purchase Agreement with U.S. Bounti, LLC.

Key Details

• Shares outstanding and quorum: 22,795,198 shares as of April 13, 2026; 87.35% present at the meeting.
• Director elections (three-year terms): Mark J. Nelson — For 17,364,520; Withheld 107,508; Broker non-votes 2,440,540. Charles R. Schwab, Jr. — For 17,459,161; Withheld 12,867; Broker non-votes 2,440,540.
• Auditor ratification: WithumSmith+Brown, PC ratified — For 19,563,968; Against 303,008; Abstain 45,592.
• Share issuance approvals (NYSE compliance) related to U.S. Bounti agreement: approved issuance of up to 7,882,861 shares on conversion and up to 5,500,000 shares underlying a warrant — Vote: For 17,438,100; Against 31,910; Abstain 2,018; Broker non-votes 2,440,540.
• Adjournment authority (if needed to solicit additional proxies) approved — For 19,603,312; Against 264,120; Abstain 45,136.

Why It Matters These votes clear corporate housekeeping and governance matters important to investors. Re-election of directors maintains the current board slate; ratification of the auditor confirms the company’s independent accounting firm for 2026. Crucially, shareholder approval for the potential issuance of up to 13,382,861 shares (7,882,861 conversion shares + 5,500,000 warrant shares) is a required NYSE-related authorization tied to the company’s March 13, 2026 agreement with U.S. Bounti — if conversion or warrant exercises occur, outstanding share count could increase. Large broker non-votes (2,440,540) appeared on several proposals and affected the raw vote totals; investors should monitor future disclosures for any actual conversions, warrant exercises, or dilution impacts.