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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
___________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
June 17, 2025
Date of Report (date of earliest event reported)
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Greenidge Generation Holdings Inc.
(Exact name of registrant as specified in its charter)
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Delaware (State or other jurisdiction of incorporation or organization) | 001-40808 (Commission File Number) | 86-1746728 (I.R.S. Employer Identification Number) |
1159 Pittsford-Victor Road, Suite 240 Pittsford, New York 14534 |
(Address of principal executive offices and zip code) |
(315) 536-2359 |
(Registrant's telephone number, including area code) |
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Securities registered pursuant to Section 12(b) of the Act: |
Title of each class | Trading Symbol | Name of each exchange on which registered |
| Class A common stock, par value $.0001 | GREE | The Nasdaq Global Select Market |
| 8.50% Senior Notes due 2026 | GREEL | The Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 – Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 17, 2025, the stockholders of Greenidge Generation Holdings Inc. (the “Company”) approved and adopted the Company’s Third Amended and Restated 2021 Equity Incentive Plan (the “Plan”) at its 2025 Annual Meeting of Stockholders (the “Annual Meeting”). A summary of the material terms of the Plan is included under the heading “Proposal 3—Approval of Third Amended and Restated 2021 Equity Incentive Plan” in the definitive proxy statement filed by the Company in connection with the Annual Meeting with the Securities and Exchange Commission on April 28, 2025 (the “Proxy Statement”). The summary is qualified in its entirety by reference to the full text of the Plan, a copy of which is filed herewith as Exhibit 10.1 and incorporated herein by reference.
Item 5.07 – Submission of Matters to a Vote of Security Holders.
On June 17, 2025, the Company held the Annual Meeting. At the Annual Meeting, the Company’s stockholders were asked to vote upon (1) the election of ten directors, (2) the ratification of the selection of MaloneBailey, LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2025 and (3) the approval of the Plan.
Proposal 1: Election of Directors
The Company’s stockholders elected each of the ten nominees listed below for director, each to hold office until the Company’s 2026 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified, or until their earlier death, resignation or removal, by the vote indicated below.
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Nominee | | For | | Withheld | | Broker Non-Votes |
Andrew M. Bursky | | 28,548,145 | | 273,505 | | 3,391,591 |
Timothy Fazio | | 28,556,618 | | 265,032 | | 3,391,591 |
Kenneth Fearn | | 28,573,920 | | 247,730 | | 3,391,591 |
David Filippelli | | 28,548,238 | | 273,412 | | 3,391,591 |
Jordan Kovler | | 28,565,124 | | 256,526 | | 3,391,591 |
Christopher Krug | | 28,573,580 | | 248,070 | | 3,391,591 |
Jerome Lay | | 28,541,486 | | 280,164 | | 3,391,591 |
Timothy Lowe | | 28,573,312 | | 248,338 | | 3,391,591 |
Michael Neuscheler | | 28,573,978 | | 247,672 | | 3,391,591 |
George (Ted) Rogers | | 28,573,920 | | 247,730 | | 3,391,591 |
Proposal 2: Ratification of the Selection of Independent Registered Public Accounting Firm
The Company’s stockholders approved the selection of the appointment of MaloneBailey, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025, by the vote indicated below.
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For | | Against | | Abstentions | | Broker Non-Votes |
32,024,263 | | 169,908 | | 19,070 | | — |
Proposal 3: Approval of the Plan
The Company’s stockholders approved the Plan, by the vote indicated below.
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For | | Against | | Abstentions | | Broker Non-Votes |
28,508,259 | | 296,457 | | 16,934 | | 3,391,591 |
Item 9.01 – Financial Statements and Exhibits
(d) The following exhibits are being filed herewith:
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| Exhibit No. | | Description |
| 10.1 | | |
| | |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| Greenidge Generation Holdings Inc. |
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By: | /s/ Jordan Kovler |
Name: | Jordan Kovler |
Title: | Chief Executive Officer |
Date: June 17, 2025