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    authID Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders

    6/26/25 4:30:43 PM ET
    $AUID
    Computer Software: Prepackaged Software
    Technology
    Get the next $AUID alert in real time by email
    false 0001534154 0001534154 2025-06-26 2025-06-26 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

     

    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 OF 1934

     

    Date of Report (Date of earliest event reported): June 26, 2025

     

     

    authID Inc.

    (Exact name of registrant as specified in its charter)

     

    Delaware   001-40747   46-2069547
    (State or Other Jurisdiction
    of Incorporation)
      (Commission File Number)   (IRS Employer
    Identification Number)

     

    1580 N. Logan St, Suite 660, Unit 51767, Denver, Colorado 80203

    (Address of principal executive offices) (zip code)

     

    516-274-8700

    (Registrant's telephone number, including area code)

     

    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 (see General Instruction A.2. below):

     

    ☐ 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))

     

    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 $0.0001 per share   AUID   The Nasdaq Stock Market, LLC 

     

    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. ☐

     

     

     

     

     

     

    Item 5.07 Submission of Matters to a Vote of Security Holders

     

    authID Inc. (the “Company”) held its Annual Meeting on June 26, 2025 virtually by conference call and live stream. Of the 13,070,680 shares of Common Stock outstanding on May 5, 2025, the record date, 6,141,871 shares were represented at the Annual Meeting, in person or by proxy, constituting a quorum. The proposals considered at the Annual Meeting are described in detail in the Proxy Statement. The proposals described below were voted upon at the Annual Meeting and the number of votes cast with respect to each proposal was as set forth below:

     

    (1)Elect ten directors until such nominee’s successor is duly elected and qualified, or until the nominee’s earlier death, resignation or removal. The ten directors receiving the highest vote were appointed to the board. The following directors were elected to the board.

     

       For   Withheld 
    Rhoniel A. Daguro   3,145,711    769,221 
    Stephen J. Garchik   3,905,742    9,189 
    Ken Jisser   3,491,997    422,935 
    Michael L. Koehneman   3,082,585    832,347 
    Kunal Mehta   3,900,826    14,106 
    Ram Menghani   3,900,826    14,106 
    Nicholas Shevelyov   3,901,178    13,754 
    Michael C. Thompson   3,404,191    510,741 
    Shrikrishna Venkataraman   3,900,765    14,167 
    Jacqueline L. White   3,405,321    509,611 

     

    (2)Ratified the appointment of Cherry Bekaert LLP as the Company’s independent auditors for the fiscal year ending December 31, 2025. This matter was determined based on majority of the votes cast.

     

    For   Against   Abstain 
     6,128,725    8,355    4,791 

     

    (3)Approved and ratified the authorization of an additional 295,000 shares of common stock for issuance under the 2024 Equity Incentive Plan.

     

    For   Against   Abstain 
     3,683,972    201,892    29,068 

     

    1

     

     

    SIGNATURES

     

    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.

     

      authID Inc.
         
    Date: June 26, 2025 By: /s/ Edward Sellitto
      Name:  Edward Sellitto
      Title: Chief Financial Officer

     

     

    2

     
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