Item 5.07 - Submission of Matters to the Vote of
Security Holders
On December 7, 2022, the Annual
Meeting of Stockholders of Income Opportunity Realty Investors, Inc. (“IOR” or the “Issuer” or the
“Registrant”) was held, following a solicitation of proxies, pursuant to a Notice of Annual Meeting and related Proxy
Statement, dated November 7, 2022, distributed in accordance with the requirements of Regulation 14A under the Securities Exchange Act
of 1934, as amended. On the record date of November 4, 2022, a total of 4,168,214 shares of Common Stock were outstanding, with each share
entitled to cast one vote.
At the meeting, proxies representing
at least 3,972,412 shares (95.3% of the outstanding) appeared and were cast, thereby establishing a quorum present in person or by proxy.
It was noted that, of the 4,168,214 outstanding shares of Common Stock, approximately 74% of the shares are held in DTC/CEDE accounts.
At the Annual Meeting, which involved
the election of directors, the following named persons received the number of votes cast for, against or withheld, as well as the number
of abstention and broker non-votes:
|
Name |
No. of Votes
For |
Of Shares
Voted, % For |
No. of Votes Withheld |
No. of Votes Abstained |
Broker Non-
Votes |
| Henry A. Butler |
3,689,561 |
92.79% |
109,632 |
- |
173,219 |
| Robert A. Jakuszewski |
3,676,987 |
92.47% |
122,206 |
- |
173,219 |
| Ted R. Munselle |
3,687,808 |
92.74% |
144,385 |
- |
173,219 |
| Raymond D. Roberts, Sr. |
3,685,611 |
92.69% |
113,582 |
- |
173,219 |
All of the nominees named above, each of which is
currently a director of the Registrant, were elected at such Annual Meeting.
The only other matter presented
at the Annual Meeting was the ratification of the appointment of Swalm & Associates, P.C. as the independent registered public accounting
firm for the Registrant for the fiscal year ending December 31, 2022, and any interim period. A total of 3,882,957 votes were cast FOR,
79,987 votes were cast AGAINST, and 9,468 votes ABSTAINED from voting with respect to such proposal. There were no broker non-votes.
The Annual Meeting of the Board
of Directors was held on the following day, December 8, 2022. At such meeting, Henry A. Butler was reelected Chairman of the Board.