Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On November 3, 2020, the stockholders of Hall of Fame Resort & Entertainment
Company (the "Company") approved an amendment to the Company's Amended and
Restated Certificate of Incorporation (the "Certificate of Incorporation") at
the Company's 2020 Special Meeting of Stockholders ("Special Meeting") to
increase the number of authorized shares of the Company's common stock from
100,000,000 to 300,000,000 (the "Authorized Shares Amendment").
On November 4, 2020, the Company filed with the Secretary of State of the State
of Delaware a Certificate of Amendment to the Amended and Restated Certificate
of Incorporation (the "Certificate of Amendment") that reflects the Authorized
Shares Amendment, which became effective immediately.
The foregoing description of the Certificate of Amendment is qualified in its
entirety by reference to the full text of the Certificate of Amendment, which is
filed as Exhibit 3.1 and incorporated by reference in this Current Report on
Form 8-K.
Item 5.07 Submission of Matters to a Vote of Security Holders.
On November 3, 2020 at the Special Meeting, the Company's stockholders approved
the proposal passing the Authorized Shares Amendment. The final voting results
for the Authorized Shares Amendment were as follows:
Votes Cast For Votes Cast Against Abstentions/Votes Withheld
27,039,169 681,820 1,011,441
Item 8.01 Other Events.
On November 4, 2020, the Company issued a press release announcing that it named
Scott Langerman as Executive Vice President of Media Business Development and
Olivia Steier as Executive Vice President of Content Development/Distribution. A
copy of the press release is attached as Exhibit 99.1 to this Current Report on
Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Document
3.1 Certificate of Amendment to Amended and Restated Certificate of
Incorporation of Hall of Fame Resort & Entertainment Company
99.1 Press Release dated November 4, 2020
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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