---
schema_version: "secwatch.filing_event.v1"
accession: "0001628280-26-042819"
form_type: "8-K"
ticker: "LOCL"
cik: "0001840780"
company_name: "Local Bounti Corporation/DE"
filed_at: "2026-06-12T20:00:09+00:00"
generated_at: "2026-06-12T20:04:04.527679+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.15
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Local Bounti shareholders approve director elections, auditor ratification, and share issuance proposals

## Summary
- Elected Mark J. Nelson and Charles R. Schwab, Jr. as Class II directors with ~99.4% and ~99.9% of votes cast (excluding broker non-votes).
- Ratified WithumSmith+Brown, PC as independent auditor for FY2026 with ~98.5% of votes cast in favor.
- Approved issuance of up to 7,882,861 shares upon conversion of convertible note to U.S. Bounti and up to 5,500,000 shares underlying purchase warrant.
- All proposals passed with quorum of 87.35% of outstanding shares represented.
- Adjournment proposal approved with ~98.7% of votes cast in favor.

## SEC filing metadata
- accession: 0001628280-26-042819
- form_type: 8-K
- ticker: LOCL
- cik: 0001840780
- company_name: Local Bounti Corporation/DE
- filed_at: 2026-06-12T20:00:09+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.15
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1840780/000162828026042819/0001628280-26-042819-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1840780/000162828026042819/locl-20260610.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001628280-26-042819
- JSON: https://secwatch.observer/filing/0001628280-26-042819.json
- Plain text: https://secwatch.observer/filing/0001628280-26-042819.txt

## Key facts
- Shareholder Votes
  Local Bounti Corporation/DE shareholders approved Approval of adjournment of the Annual Meeting, if necessary, to solicit additional proxies at the 2026-06-10 meeting.
  - Outcome: passed
  - Meeting: 2026-06-10
  source text: Stockholders approved the adjournment of the Annual Meeting, if deemed necessary or appropriate, to solicit additional proxies if there are not sufficient votes in favor of any of the foregoing proposals, based on the following votes: For 19,603,312 Against 264,120 Abstain 45,136 Broker Non-Votes 0
  evidence_url: https://www.sec.gov/Archives/edgar/data/1840780/000162828026042819/0001628280-26-042819-index.htm
- Shareholder Votes
  Local Bounti Corporation/DE shareholders approved Ratification of appointment of WithumSmith+Brown, PC as independent registered public accounting firm for the year ending December 31, 2026 at the 2026-06-10 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2026-06-10
  source text: Stockholders ratified the appointment of WithumSmith+Brown, PC as our independent registered public accounting firm for the year ending December 31, 2026, based on the following votes: For 19,563,968 Against 303,008 Abstain 45,592 Broker Non-Votes 0
  evidence_url: https://www.sec.gov/Archives/edgar/data/1840780/000162828026042819/0001628280-26-042819-index.htm
- Shareholder Votes
  Local Bounti Corporation/DE shareholders approved Approval of issuance of shares upon conversion of convertible note and issuance of shares underlying warrant to U.S. Bounti, LLC at the 2026-06-10 meeting.
  - Outcome: passed
  - Meeting: 2026-06-10
  source text: Stockholders approved, for purposes of complying with the rules of the New York Stock Exchange, (i) the issuance of up to 7,882,861 shares of Common Stock upon the conversion of the convertible note issued to U.S. Bounti, LLC (“U.S. Bounti”) pursuant to the Convertible Note and Warrant Purchase Agreement, dated as of March 13, 2026, between the Company and U.S. Bounti (the “Purchase Agreement”), and (ii) the issuance of up to 5,500,000 shares of Common Stock underlying the common stock purchase warrant issued to U.S. Bounti pursuant to the Purchase Agreement, based on the following votes: For 17,438,100 Against 31,910 Abstain 2,018 Broker Non-Votes 2,440,540
  evidence_url: https://www.sec.gov/Archives/edgar/data/1840780/000162828026042819/0001628280-26-042819-index.htm
- Shareholder Votes
  Local Bounti Corporation/DE shareholders approved Election of two Class II directors to serve for three years and until their successors are elected and qualified or until their earlier resignation or removal at the 2026-06-10 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2026-06-10
  source text: Stockholders elected two Class II directors to our Board to serve for three years and until their successors are elected and qualified or until their earlier resignation or removal, based on the following votes: Nominee Mark J. Nelson Charles R. Schwab, Jr. For 17,364,520 17,459,161 Withheld 107,508 12,867 Broker Non-Votes 2,440,540 2,440,540
  evidence_url: https://www.sec.gov/Archives/edgar/data/1840780/000162828026042819/0001628280-26-042819-index.htm

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