Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 27, 2024

THE OLB GROUP, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-39435		13-4188568
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(I.R.S. Employer Identification Number)

1120 Avenue of the Americas, 4^thFloor, New York, NY		10036
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (212) 278-0900

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to the registrant under any of the following provisions:

☐

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.0001 par value		OLB		Nasdaq Capital Market

Item 5.07. Submission of Matters to a Vote of Security Holders.

At the Annual Meeting of Stockholders (the “Annual Meeting”) of The OLB Group, Inc. (the “Company”), commenced on December 27, 2024, the stockholders of the Company approved the election of directors and the three proposals listed below. Each outstanding share of Common Stock was entitled to one vote on the matters presented at the Annual Meeting and each share of Preferred Stock was entitled to 11.110 votes (for a total of 11,344 eligible votes) on the matters presented at the Annual Meeting. The final results for the votes regarding each proposal are set forth in the following tables. Each of these proposals is described in detail in the Company’s Proxy Statement.

1. Elect four members of the Board of Directors, each to serve for a one-year term:

	COMMON SHARES FOR		PREFERRED SHARES FOR		COMMON SHARES WITHHELD		COMMON SHARES BROKER NON-VOTE
Ronny Yakov		870,138		1,021		20,776		317,598
Amir Sternhell		862,098		1,021		28,816		317,598
Ehud Ernst		870,110		1,021		20,804		317,598
Alina Dulimof		862,968		1,021		27,946		317,598

2. Ratify the appointment by the Board of RBSM, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024:

COMMON SHARES FOR		PREFERRED SHARES FOR		COMMON SHARES AGAINST		COMMON SHARES ABSTAIN		COMMON SHARES BROKER NON-VOTE
1,132,044		1,021		73,212		3,256		0

3. Approval of the Second Amended and Restated 2020 Share Incentive Plan, was as follows:

COMMON SHARES FOR		PREFERRED SHARES FOR		COMMON SHARES AGAINST		COMMON SHARES ABSTAIN		COMMON SHARES BROKER NON-VOTE
862,120		1,021		28,298		496		317,598

4. Approval, on an advisory basis, the compensation of our named executive officers, was as follows:

COMMON SHARES FOR		PREFERRED SHARES FOR		COMMON SHARES AGAINST		COMMON SHARES ABSTAIN		COMMON SHARES BROKER NON-VOTE
866,763		1,021		23,378		773		317,598

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.

Dated: December 30, 2024

	THE OLB GROUP

	By:	/s/ Ronny Yakov
	Name:	Ronny Yakov
	Title:	Chief Executive Officer

Cover	Dec. 27, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Dec. 27, 2024
Entity File Number	001-39435
Entity Registrant Name	THE OLB GROUP, INC.
Entity Central Index Key	0001314196
Entity Tax Identification Number	13-4188568
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	1120 Avenue of the Americas
Entity Address, Address Line Two	4th Floor
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10036
City Area Code	212
Local Phone Number	278-0900
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.0001 par value
Trading Symbol	OLB
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false