Form DEFA14A - Additional definitive proxy soliciting materials and Rule 14(a)(12) material
22 May 2024 - 6:00AM
Edgar (US Regulatory)
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
Filed
by the Registrant ☒
Filed
by a Party other than the Registrant ☐
Check
the appropriate box:
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Preliminary
Proxy Statement |
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Confidential,
For Use of the Commission Only (as permitted by Rule 14a-6(e)(2) |
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Definitive
Proxy Statement |
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Definitive
Additional Materials |
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Soliciting
Material Pursuant to §240.14a-12 |
MAMA’S
CREATIONS, 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 the appropriate box):
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No
fee required. |
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Fee
computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
(1) |
Title
of each class of securities to which transaction applies: |
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(2) |
Aggregate
number of securities to which transaction applies: |
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(3) |
Per
unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined): |
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(4) |
Proposed
maximum aggregate value of transaction: |
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(5) |
Total
fee paid: |
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☐ |
Fee
paid previously with preliminary materials. |
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Check
box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting
fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its
filing. |
(1) |
Amount
Previously Paid: |
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(2) |
Form,
Schedule or Registration Statement No.: |
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(3) |
Filing
Party: |
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(4) |
Date
Filed: |
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CONTROL
ID:
IMPORTANT
NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS
FOR THE STOCKHOLDER MEETING TO BE HELD ON JULY 3, 2024
DATE
OF ANNUAL MEETING: July 3, 2024. |
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MEETING
TYPE: ANNUAL MEETING OF STOCKHOLDERS OF MAMA’S CREATIONS, INC. |
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TIME:
12:00 PM EASTERN TIME |
LOCATION: |
TO BE HELD AS A LIVE, AUDIO-ONLY CONFERENCE CALL, ACCESSIBLE BY CALLING 1-877-407-3088
(TOLL
FREE) OR +1 877-407-3088 (INTERNATIONAL) |
THIS
COMMUNICATION IS NOT A FORM OF VOTING AND ONLY REPRESENTS A NOTICE TO ACCESS A MORE COMPLETE SET OF PROXY MATERIALS (INCLUDING THE
COMPANY’S PROXY STATEMENT AND FORM 10-K) AVAILABLE TO YOU ON THE INTERNET. WE ENCOURAGE YOU TO ACCESS AND REVIEW ALL OF THE
IMPORTANT INFORMATION CONTAINED IN THE PROXY MATERIALS BEFORE VOTING. THE PROXY MATERIALS ARE AVAILABLE AT www.MAMA.vote
. To submit your proxy while visiting this site, you will need the control ID in the box above.
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IF YOU DECIDE TO VIEW THE
PROXY MATERIALS AND VOTE YOUR SHARES ONLINE, |
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Step
1: Go to www.MAMA.vote |
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Step
2: To view or download the proxy materials, click on the link that describes the material you wish to view or download. For example,
to view or download the Proxy Statement, click on the “Proxy Statement” link. |
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Step
3: To vote online, click on the designated link and follow the on-screen instructions. YOU MAY VOTE ONLINE UNTIL 7:00 PM, EASTERN
TIME, ON JULY 2, 2024. |
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IF YOU WANT TO RECEIVE A
PAPER COPY OF THE PROXY MATERIALS INCLUDING THE PROXY CARD, YOU MUST REQUEST ONE. THERE IS NO CHARGE TO YOU FOR REQUESTING A COPY.
TO FACILITATE TIMELY DELIVERY PLEASE MAKE THE REQUEST, AS INSTRUCTED BELOW, BEFORE JUNE
18, 2024. |
HOW
TO REQUEST PAPER COPIES OF OUR MATERIALS |
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PHONE: |
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FAX: |
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INTERNET: |
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EMAIL: |
CALL |
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SEND
THIS CARD
TO |
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www.MAMA.vote |
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proxy@equitystock.com |
212-575-5757 |
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347-584-3644 |
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FOLLOW
THE ON-SCREEN
INSTRUCTIONS. |
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INCLUDE
YOUR CONTROL ID IN
YOUR
EMAIL. |
iMPORTANT
NOTE: If you encounter any technical difficulties with the virtual meeting platform on the meeting day, please call 877-804-2062
(toll free) or email proxy@equitystock.com, ATTN: Shareholder services.
The
board of directors recommends that you vote “for” THE ELECTION OF EACH OF THE DIRECTOR NOMINEES IN PROPOSAL 1, “FOR”
PROPOSALS 2 AND 3 AND “1 YEAR” ON pROPOSAL 4.
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1. |
To
elect eight (8) directors to hold office for a one-year term and until each of their successors
are elected and qualified.
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2. |
To
ratify the appointment of Rosenberg Rich Baker Berman P.A., Certified Public Accountants,
as the Company’s independent registered public accounting firm for the fiscal year
ending January 31, 2025.
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3. |
To
hold an advisory vote to approve executive compensation.
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4. |
To
hold an advisory vote on the frequency of future advisory votes to approve executive compensation. |
Note:
To transact such other business as may properly come before the Annual Meeting or any postponement or adjournment thereof.
THE
BOARD OF DIRECTORS HAS FIXED THE CLOSE OF BUSINESS ON MAY 6, 2024, AS THE RECORD
DATE. Only holders of the company’s common stock as of the close of business on THE RECORD
DATE, are entitled to notice of and to vote at THE MEETING OR ANY POSTPONEMENT OR ADJOURNMENT OF THE MEETING.
PLEASE
NOTE – THIS IS NOT A PROXY CARD - YOU CANNOT VOTE BY RETURNING THIS CARD. TO VOTE YOUR SHARES, YOU MUST VOTE ONLINE OR REQUEST
A PAPER COPY OF PROXY MATERIALS TO RECEIVE A PROXY CARD.
YOUR
VOTE IS IMPORTANT!
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