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VANCOUVER, British Columbia and BONHAM, Texas, June 07, 2024 (GLOBE NEWSWIRE) -- Kelso Technologies Inc. (“Kelso” or the “Company”), (TSX: KLS) is pleased to announce the detailed voting results from the Annual General and Special Meeting of shareholders held on June 6, 2024 (the “Meeting”).
A total of 26,741,861 common shares of the 54,443,422 common shares outstanding at the record date were voted at the Meeting, representing 49.12% of the issued and outstanding common shares of the Company at the record date.
Election of Directors
At the Meeting, the shareholders set the number of directors to be elected at six, with 82.54% For and 17.46% Against.
Each of the following nominees set forth in the Company’s management information circular dated May 3, 2024, was elected as a director of the Company to hold office until the next annual meeting of shareholders or until their successors are elected or appointed:
Nominee | % Votes For | % Votes Withheld |
James R. Bond | 31.92% | 68.08% |
Anthony Andrukaitis | 72.97% | 27.03% |
Paul Cass | 82.89% | 17.11% |
Laura Roach | 75.75% | 24.25% |
Jesse V. Crews | 75.98% | 24.02% |
Frank Busch | 75.98% | 24.02% |
Given that Mr. James R. Bond received less than majority support at the Meeting, in accordance with the Company’s Majority Voting Policy, Mr. Bond has tendered his resignation as a director of the Company. The board of directors of Kelso (the “Board”) will, in accordance with the Majority Voting Policy, make a determination whether or not to accept such resignation. A further update will be provided promptly following the Board’s determination. Mr. Bond will not participate in any meetings of the Board or any sub-committee of the Board at which his resignation is considered.
At the Meeting the shareholders also approved the reappointment of Smythe, LLP as the auditors of the Company, 89.30% For and 10.70% Withheld.
Equity Incentive Plans
At the Meeting, the adoption of the omnibus equity incentive plan was not approved, with 24.54% For and 75.46% Against. The approval of the unallocated stock options issuable pursuant to the incentive stock option plan was not approved with 25.07% For and 74.93% Against. The approval of the unallocated restricted share units issuable pursuant to the restricted share unit plan was not approved with 25.07% For and 74.93% Against. In addition, the approval of the unallocated deferred share units issuable pursuant to the deferred share unit plan was not approved with 25.03% For and 74.97% Against.
After the Meeting the following officers were appointed:
James R. Bond – President and Chief Executive Officer
Richard Lee – Chief Financial Officer
Anthony Andrukaitis – Chief Operating Officer
Kathy Love – Corporate Secretary
Amanda Smith, Vice President Operations, Kelso Technologies (USA) Inc.
Patrick Hankey, Controller, Kelso Technologies (USA) Inc.
Chris Stewart, President, KIQ X Industries Ltd.