---
schema_version: "secwatch.filing_event.v1"
accession: "0001140361-23-027973"
form_type: "8-K"
ticker: "ABCP"
cik: "0000020639"
company_name: "AmBase Corp"
filed_at: "2023-06-02T23:59:59+00:00"
generated_at: "2026-06-14T08:36:08.801191+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.1
calibrated_materiality_score: 0.1
confidence: "high"
source: SEC EDGAR
---

# AmBase annual meeting results: Bianco re-elected, Marcum ratified, say-on-pay every 3 years

## Summary
- Richard A. Bianco re-elected as director with 22,197,242 votes for; 597,124 withheld.
- Marcum LLP ratified as independent auditor for 2023; 36,473,155 for, 59,669 against.
- Non-binding advisory vote on executive compensation approved; 22,405,737 for, 143,034 against.
- Shareholders selected every three years for future say-on-pay frequency votes (19,413,843 votes).
- Director Kenneth M. Schmidt did not stand for re-election; term expired June 1, 2023.

## SEC filing metadata
- accession: 0001140361-23-027973
- form_type: 8-K
- ticker: ABCP
- cik: 0000020639
- company_name: AmBase Corp
- filed_at: 2023-06-02T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.1
- calibrated_materiality_score: 0.1
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/20639/000114036123027973/0001140361-23-027973-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/20639/000114036123027973/brhc20053903_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001140361-23-027973
- JSON: https://secwatch.observer/filing/0001140361-23-027973.json
- Plain text: https://secwatch.observer/filing/0001140361-23-027973.txt

## Key facts
- Shareholder Votes
  AmBase Corp shareholders approved Non-binding advisory vote on the compensation of Named Executive Officers at the 2023-06-01 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-06-01
  source text: Proposal #3 – A vote was taken for the approval, on a non-binding advisory basis, of the compensation of the Company’s Named Executive Officers, as such compensation is described under the “Compensation Narrative” and “Executive Compensation” sections of the Company’s 2023 Proxy Statement. FOR AGAINST ABSTAIN BROKER NON-VOTES 22,405,737 143,034 245,595 13,883,153
  evidence_url: https://www.sec.gov/Archives/edgar/data/20639/000114036123027973/0001140361-23-027973-index.htm
- Shareholder Votes
  AmBase Corp shareholders approved Election of one Director for a three-year term at the 2023-06-01 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-06-01
  source text: Proposal #1 - A vote was taken for the election of one Director of the Company to hold office for a three-year term and until his successor shall have been duly elected. NOMINEE FOR WITHHELD BROKER NON-VOTES Richard A. Bianco 22,197,242 597,124 13,883,153
  evidence_url: https://www.sec.gov/Archives/edgar/data/20639/000114036123027973/0001140361-23-027973-index.htm
- Shareholder Votes
  AmBase Corp shareholders approved Ratify the appointment of Marcum LLP as the Company's Independent Registered Public Accounting Firm for 2023 at the 2023-06-01 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-06-01
  source text: Proposal #2 – A vote was taken to ratify the approval of the appointment of Marcum LLP as the Company’s Independent Registered Public Accounting Firm for the calendar year 2023. FOR AGAINST ABSTAIN 36,473,155 59,669 144,695
  evidence_url: https://www.sec.gov/Archives/edgar/data/20639/000114036123027973/0001140361-23-027973-index.htm
- Shareholder Votes
  AmBase Corp shareholders approved Non-binding advisory vote on the frequency of future stockholder votes on executive compensation at the 2023-06-01 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2023-06-01
  source text: Proposal #4 - A vote was taken for the selection on a non-binding advisory basis, of the frequency of future stockholder votes on the compensation of the Company’s Named Executive Officers as such compensation is described under the “Compensation Discussion and Analysis” and “Executive Compensation” sections of the Company’s 2023 Proxy Statement. Choice 1 Every Year Choice 2 Every Two Years Choice 3 Every Three Years Choice 4 Abstain 3,315,260 5,476 19,413,843 59,787 There were 13,883,153 broker non-votes relating to Proposal #4.
  evidence_url: https://www.sec.gov/Archives/edgar/data/20639/000114036123027973/0001140361-23-027973-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.