5 nominees · 6 ballot items.
Six proposals will be voted on at the 2025 Annual Meeting of Shareholders of Nocera, Inc.: (1) election of five directors; (2) ratification of the independent auditor Enrome LLP for the fiscal year ending December 31, 2025; (3) approval under Nasdaq Listing Rule 5635(d) of the potential issuance of common stock upon conversion of the Series B Convertible Non-Voting Preferred Stock; (4) approval of a reverse stock split of the common stock; (5) approval of an increase in authorized shares of common stock; and (6) approval under Nasdaq Listing Rule 5635(d) of the potential issuance of common stock upon conversion of senior secured convertible notes.
Election of five director nominees to serve until the 2026 annual shareholder meeting or until their successors are duly elected and qualified.
Ratification of the selection of Enrome LLP as the Company’s independent registered public accounting firm as of the 2025 fiscal year ending December 31, 2025.
Approval, for purposes of complying with Nasdaq Listing Rule 5635(d), of the potential issuance of shares of common stock upon conversion of the Series B Convertible Non-Voting Preferred Stock, in excess of 19.99% of the issued and outstanding shares at a price that may be less than the Nasdaq Minimum Price.
Approval of a reverse stock split of the Company’s issued and outstanding common stock at a ratio not less than 1-for-5 and not greater than 1-for-100 over the next year, with the final ratio and timing to be determined by the Board.
Approval of an amendment to increase the number of authorized shares of common stock from 200,000,000 to 2,000,000,000.
Approval, for purposes of complying with Nasdaq Listing Rule 5635(d), of the potential issuance of shares of common stock upon conversion of the senior secured convertible notes, in excess of 19.99% of the issued and outstanding shares at a price that may be less than the Nasdaq Minimum Price.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | GEODE CAPITAL MANAGEMENT, LLC | 0.9% | 142,769 | $29K |
| 2 | VANGUARD CAPITAL MANAGEMENT LLC | 0.5% | 71,682 | $15K |
| 3 | HRT FINANCIAL LP | 0.3% | 38,294 | $7 |
| 4 | RENAISSANCE TECHNOLOGIES LLC | 0.2% | 29,474 | $6K |
| 5 | XTX Topco Ltd | 0.1% | 19,989 | $4K |
| 6 | VANGUARD FIDUCIARY TRUST CO | 0.1% | 17,980 | $4K |
| 7 | GEODE CAPITAL MANAGEMENT, LLC | 0.0% | 4,767 | $970 |
| 8 | Tower Research Capital LLC (TRC | 0.0% | 1,448 | $295 |
| 9 | Financial Gravity Asset Management, Inc. | 0.0% | 55 | $11 |
The opinions and information contained herein have been obtained or derived from sources believed to be reliable, but Boardroom Alpha cannot guarantee its accuracy and completeness, and that of the opinions based thereon.
This report contains opinions and is provided for informational purposes only – it does not constitute investment, legal or tax advice. You should not rely solely upon the research herein for purposes of transacting securities or other investments, and you are encouraged to conduct your own research and due diligence, and to seek the advice of a qualified securities professional before you make any investment.
None of the information contained in this report constitutes, or is intended to constitute a recommendation by Boardroom Alpha of any particular security or trading strategy or a determination by Boardroom Alpha that any security or trading strategy is suitable for any specific person. To the extent any of the information contained herein may be deemed to be investment advice, such information is impersonal and not tailored to the investment needs of any specific person.
No representation or warranty, expressed or implied, is made on behalf of Boardroom Alpha as to the accuracy or completeness of the information contained herein. Boardroom Alpha does not accept any liability for any direct, indirect or consequential loss or damage suffered by any person as a result of relying on all or any part of this research and any liability is expressly disclaimed.