--- schema_version: "secwatch.filing_event.v1" accession: "0001477932-24-001352" form_type: "8-K" ticker: "MRDN" cik: "0001437925" company_name: "Meridian Holdings Inc./NV" filed_at: "2024-03-20T23:59:59+00:00" generated_at: "2026-06-04T11:25:16.598033+00:00" event_type: "m_and_a" sentiment: "positive" materiality_score: 0.75 calibrated_materiality_score: 0.75 confidence: "high" source: SEC EDGAR --- # Golden Matrix shareholders approve Meridian Bet acquisition; closing expected April 2024 ## Summary - Stockholders representing 73.5% of voting shares (32.4M shares) approved Purchase Agreement at special meeting on March 19, 2024. - All nine proposals passed, including increase in authorized shares from 250M to 300M, declassification of board, and equity plan. - Acquisition of Meridian Bet Group remains subject to closing conditions including sufficient funding; company anticipates April 2024 closing. - 2023 Equity Incentive Plan approved, with up to 5M shares initially plus annual evergreen increases until 2033 (max 50M shares overall). - CEO Brian Goodman expressed shareholder support reflects compelling growth opportunity from the acquisition. ## SEC filing metadata - accession: 0001477932-24-001352 - form_type: 8-K - ticker: MRDN - cik: 0001437925 - company_name: Meridian Holdings Inc./NV - filed_at: 2024-03-20T23:59:59+00:00 - event_type: m_and_a - sentiment: positive - materiality_score: 0.75 - calibrated_materiality_score: 0.75 - confidence: high - sec_items: 5.02, 5.07, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1437925/000147793224001352/0001477932-24-001352-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1437925/000147793224001352/gmgi_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001477932-24-001352 - JSON: https://secwatch.observer/filing/0001477932-24-001352.json - Plain text: https://secwatch.observer/filing/0001477932-24-001352.txt ## Key facts - Shareholder Votes Meridian Holdings Inc./NV shareholders approved The Compensation Proposal. - Proposal: say on pay - Outcome: passed source text: Proposal No. 2: The Compensation Proposal – to consider and vote upon, on a non-binding, advisory basis, the contingent compensation that may be paid or become payable to certain of Golden Matrix’s named executive officers after the Purchase: For Against Abstentions Broker Non-Votes 30,948,472 122,618 1,335,322 — evidence_url: https://www.sec.gov/Archives/edgar/data/1437925/000147793224001352/0001477932-24-001352-index.htm - Shareholder Votes Meridian Holdings Inc./NV shareholders approved The Purchase Agreement Proposal at the 2024-01-22 meeting. - Proposal: merger approval - Outcome: passed - Meeting: 2024-01-22 source text: Proposal No. 1: The Purchase Agreement Proposal – to consider and vote upon a proposal to approve, for the purposes of Nasdaq Listing Rules 5635(a) and (b), the terms of, and the issuance of shares of common stock in connection with, that certain Amended and Restated Sale and Purchase Agreement of Share Capital dated June 27, 2023 (as amended by that certain First Amendment to Amended and Restated Sale and Purchase Agreement of Share Capital dated September 22, 2023 and that certain Second Amendment to Amended and Restated Sale and Purchase Agreement of Share Capital dated and effective January 22, 2024, and entered into on September 27, 2023, and as further amended from time to time, the “ Purchase Agreement ”) by and between the Company, as purchaser and Aleksandar Milovanović, Zoran Milošević and Snežana Božović, owners of the Meridian Companies (collectively, the “ Sellers ”), the shareholders of: Meridian Tech Društvo Sa Ograničenom Odgovornošću Beograd, a private limited company evidence_url: https://www.sec.gov/Archives/edgar/data/1437925/000147793224001352/0001477932-24-001352-index.htm - Shareholder Votes Meridian Holdings Inc./NV shareholders approved The Declassification Proposal. - Proposal: charter amendment - Outcome: passed source text: Proposal No. 4: The Declassification Proposal – to consider and vote upon the adoption of a Certificate of Amendment to amend our Amended and Restated Articles of Incorporation to remove the provisions thereof providing for a three class, classified Board of Directors of the Company (the “ Declassification of the Board ”): For Against Abstentions Broker Non-Votes 31,798,620 605,447 2,345 — evidence_url: https://www.sec.gov/Archives/edgar/data/1437925/000147793224001352/0001477932-24-001352-index.htm - Shareholder Votes Meridian Holdings Inc./NV shareholders approved The Control Share Act Opt Out Proposal. - Proposal: charter amendment - Outcome: passed source text: Proposal No. 5: The Control Share Act Opt Out Proposal – to consider and vote upon the adoption of a Certificate of Amendment to amend our Amended and Restated Articles of Incorporation to opt out of Nevada Revised Statutes Sections 78.378 to 78.3793 (the Nevada Control Share Act)(the “ Control Share Act Opt Out ”): For Against Abstentions Broker Non-Votes 32,396,627 6,542 3,243 — evidence_url: https://www.sec.gov/Archives/edgar/data/1437925/000147793224001352/0001477932-24-001352-index.htm - Shareholder Votes Meridian Holdings Inc./NV shareholders approved The Nasdaq Proposal. - Outcome: passed source text: Proposal No. 3: The Nasdaq Proposal – to consider and vote upon a proposal to approve, for the purposes of complying with the applicable listing rules of Nasdaq, the issuance of more than 20% of the Company’s issued and outstanding common stock and voting stock in certain private offerings after the date of the Special Meeting: For Against Abstentions Broker Non-Votes 31,582,680 821,507 2,225 — evidence_url: https://www.sec.gov/Archives/edgar/data/1437925/000147793224001352/0001477932-24-001352-index.htm - Shareholder Votes Meridian Holdings Inc./NV shareholders approved The Stockholder Bylaws Amendment Proposal. - Proposal: charter amendment - Outcome: passed source text: Proposal No. 6: The Stockholder Bylaws Amendment Proposal – to consider and vote upon the adoption of a Certificate of Amendment to amend our Amended and Restated Articles of Incorporation to amend Article VI thereof to (a) remove the Board of Directors’ exclusive right to make, amend, alter, or repeal the bylaws of the Company; and (b) provide that nothing in the Amended and Restated Articles of Incorporation shall deny the concurrent power of the stockholders (together with the directors) to adopt, alter, amend, restate, or repeal the Bylaws of the Company (the “ Stockholder Bylaws Amendment Right ”): For Against Abstentions Broker Non-Votes 32,395,866 8,547 1,999 — evidence_url: https://www.sec.gov/Archives/edgar/data/1437925/000147793224001352/0001477932-24-001352-index.htm - Shareholder Votes Meridian Holdings Inc./NV shareholders approved The Authorized Shares Increase Proposal. - Proposal: charter amendment - Outcome: passed source text: Proposal No. 7: The Authorized Shares Increase Proposal – to consider and vote upon the adoption of a Certificate of Amendment to our Amended and Restated Articles of Incorporation to amend Article III , Section 1 , to increase the Company’s authorized number of shares of common stock from two hundred and fifty million (250,000,000) shares to three hundred million (300,000,000) shares (the “ Increase in Authorized Shares ”): For Against Abstentions Broker Non-Votes 32,357,580 24,608 24,224 — evidence_url: https://www.sec.gov/Archives/edgar/data/1437925/000147793224001352/0001477932-24-001352-index.htm - Shareholder Votes Meridian Holdings Inc./NV shareholders approved The Equity Plan Proposal. - Proposal: equity plan - Outcome: passed source text: Proposal No. 8: The Equity Plan Proposal – to consider and vote upon the adoption of the Golden Matrix Group, Inc. 2023 Equity Incentive Plan: For Against Abstentions Broker Non-Votes 31,433,576 831,199 141,637 — evidence_url: https://www.sec.gov/Archives/edgar/data/1437925/000147793224001352/0001477932-24-001352-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.