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UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington,
D.C. 20549
FORM 8-K
CURRENT
REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act
| Date of Report (Date of earliest event reported): |
November
19, 2025 |
NEW CONCEPT ENERGY, INC.
(Exact Name of Registrant as Specified in its Charter)
| Nevada |
000-08187 |
75-2399477 |
|
(State or other
jurisdiction of incorporation) |
(Commission
File No.) |
(I.R.S. Employer
Identification No.) |
| |
|
|
| |
|
|
1603 LBJ Freeway, Suite 300
Dallas, Texas |
75234 |
| (Address of principal executive offices) |
(Zip Code) |
| Registrant’s telephone number, including area code |
972-407-8400 |
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:
| ¨ | Written communications pursuant to Rule 425 under
the Securities Act (17 CFR 30.425) |
| ¨ | Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-2) |
| ¨ | 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)) |
Securities registered pursuant to Section 12(b) of the Act:
|
Title of Each Class |
Trading
Symbol |
Name of Each Exchange on which Registered |
|
Common Stock, par value $0.01
|
GBR
|
NYSE American
|
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. ¨
Section 5 – Corporate
Governance and Management
Item 5.07. Submission of Matters
to a Vote of Security Holders
On November 19, 2025, the
Annual Meeting of Stockholders of New Concept Energy, Inc. (“Company” or the “Registrant”) was called
to be held, following a solicitation of proxies, pursuant to a Notice of Annual Meeting and related Proxy Statement, dated October 13,
2025, distributed in accordance with the requirements of Regulation 14A under the Securities Exchange Act. On the record date of October
10, 2025, a total of 5,131,934 shares of Common Stock and 559 shares of Series B Preferred Stock was outstanding, with each share entitled
to cast one vote.
At the meeting, proxies representing
at least 3,162,693 shares (61.62% of the outstanding) appeared and were cast, thereby establishing a quorum present in person or by proxy.
It was noted that, of the 5,131,934 shares of Common Stock, a significant number 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 for, against or withheld, as well as the
number of abstentions (broker non-votes were not reported):
Name | |
No. of Votes For | | |
Of Shares Voted, % For | | |
No. of Votes Withheld | | |
No. of Votes Abstained | | |
Broker Non- Votes | |
| Gene S. Bertcher | |
1,970,986 | | |
38.41% | | |
14,417 | | |
-0- | | |
-0- | |
| Richard W. Humphrey | |
1,926,318 | | |
37.54% | | |
59,085 | | |
-0- | | |
-0- | |
| Dan Locklear | |
1,967,466 | | |
38.34% | | |
17,937 | | |
-0- | | |
-0- | |
| Cecelia Maynard | |
1,952,985 | | |
38.06% | | |
27,418 | | |
-0- | | |
-0- | |
| Robert C. Canham II | |
1,971,481 | | |
38.42% | | |
13,922 | | |
-0- | | |
-0- | |
All of the nominees named
above, each of whom is currently a director of the Company at such Annual Meeting.
The second matter presented
at the Annual Meeting was the ratification of the appointment of Turner Stone & Company as the independent registered public accounting
firm for the Registrant for the fiscal year ending December 31, 2025, and any interim period. A total of 3,153,186 votes were cast FOR,
9,507 votes were cast AGAINST, and -0- votes ABSTAINED from voting with respect to such proposal. There were no broker non-votes. On the
basis of such votes, the second proposal was approved.
The Annual Meeting of
the Board of Directors was held later in the day, November 19, 2025. At such meeting, Gene S. Bertcher was re-elected Chairman of the
Board, President, Chief Executive Officer and Chief Financial Officer of the Company.
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the
undersigned, hereunto duly authorized.
Dated: November
21, 2025
| |
NEW CONCEPT ENERGY, INC. |
| |
|
| |
|
|
| |
By: |
/s/
Gene S. Bertcher |
| |
|
Gene S. Bertcher,
President and Chief Financial Officer |
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