Eastside Distilling Inc
For the period ended Oct 28, 2024. Filed Oct 28, 2024.
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Oct 28, 2024 · Filed Oct 28, 2024
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DEF 14A 1 formdef14a.htm
United States
Securities and Exchange Commission
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant ☒
Filed by a Party other than the Registrant ☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
|---|---|
| ☐ | Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☒ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Materials Pursuant to Rule 14a-12 |
Eastside Distilling, Inc.
(Name of Registrant as Specified in Its Charter)
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
| ☒ | No fee required. |
|---|---|
| ☐ | Fee paid previously with preliminary materials |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 |
**EASTSIDE DISTILLING, INC.
755 Main Street
Monroe, Connecticut 06468
NOTICE OF SPECIAL MEETING OF STOCKHOLDERS
To be held on November 25, 2024
To the Stockholders of Eastside Distilling, Inc.
NOTICE IS HEREBY GIVEN that a Special Meeting of Stockholders (the “Special Meeting”) of Eastside Distilling, Inc. (the “Company”) will be held on November 25, 2024, beginning at 11:00 a.m. Eastern Time. The Special Meeting will be held solely in a virtual meeting format online atwww.virtualspecialmeeting.com/EAST2024SM. You will not be able to attend the Special Meeting at a physical location. At the Special Meeting, stockholders will act on the following matters:
| ● | To adopt and approve an amendment to our Articles of Incorporation to effect a reverse stock split of our issued shares of common stock, at a specific ratio, ranging from one-for-two (1:2) to one-for-ten (1:10), at any time prior to the one-year anniversary date of the Special Meeting, with the exact ratio to be determined by the Board of Directors without further approval or authorization of our stockholders (the “Reverse Split Proposal”); |
| ● | To adopt and approve an amendment to our Articles of Incorporation to increase the number of authorized shares of the Company’s common stock, par value $0.0001 per share, from 6,000,000 to 40,000,000, which we refer to as the “Charter Amendment Proposal”; and |
| ● | To approve the adjournment of the Special Meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of the Reverse Split Proposal or the Charter Amendment Proposal (the “Adjournment Proposal”). |
Pursuant to the Company’s Amended and Restated Bylaws (the “Bylaws”), the Board has fixed the close of business on October 31, 2024 as the record date for determination of the stockholders entitled to vote at the Special Meeting and any adjournments or postponements thereof.
Your vote is important. We urge you to submit your proxy (1) over the internet, (2) by telephone, or (3) by mail, whether or not you plan to attend the meeting in person. For specific instructions, please refer to “About the Meeting” beginning on the first page of the proxy statement and the instructions on the proxy card relating to the special meeting. We would appreciate receiving your proxy at your earliest convenience.
By Order of the Board of Directors
Geoffrey Gwin
CEO
Monroe, Connecticut
November 4, 2024
Proxy Statement
For the Special Meeting of
Stockholders To Be Held on November 25, 2024
TABLE OF CONTENTS
| ABOUT THE MEETING | 1 |
|---|---|
| THE REVERSE SPLIT PROPOSAL | 4 |
| THE CHARTER AMENDMENT PROPOSAL | 11 |
| the adjournment proposal | 12 |
| SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT | 13 |
| HOUSEHOLDING OF SPECIAL MEETING MATERIALS | 15 |
| OTHER MATTERS | 15 |
EASTSIDE DISTILLING, INC.
755 Main Street
Monroe, Connecticut 06468
PROXY STATEMENT
This proxy statement contains information related to our Special Meeting of Stockholders to be held on November 25, 2024, at 11:00 a.m. Eastern Time, or at such other time and place to which the Special Meeting may be adjourned or postponed (the “Special Meeting”). The enclosed proxy is solicited by the Board of Directors (the “Board”) of Eastside Distilling, Inc. (the “Company”). The proxy materials relating to the Special Meeting are being mailed to stockholders entitled to vote at the meeting on or about November 4, 2024. A list of record holders of the Company’s common stock entitled to vote at the Special Meeting will be available for examination by any stockholder, for any purpose germane to the Special Meeting, at our principal offices at 755 Main Street, Monroe, Connecticut, during normal business hours for ten days prior to the Special Meeting and available during the Special Meeting.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.