Biomerica Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
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Item 5.07 Submission of Matters to a Vote of Security Holders.
Biomerica, Inc. (the “Company”) held its 2023 annual meeting (the “2023 Annual Meeting”) of stockholders of the Company on December 7, 2023, at its corporate headquarter in Irvine, California. As of October 14, 2023, the record date for the 2023 Annual Meeting, the Company had 16,821,646 shares of its common stock outstanding and entitled to vote, of which 10,574,182 shares of the Company’s common stock were present in person or represented by proxy and entitled to vote at the 2023 Annual Meeting. The following is a brief description of the final voting results for each of the proposals submitted to a vote of the stockholders at the 2023 Annual Meeting.
Proposal No. 1: The Company’s stockholders elected each of the six nominees named below to serve on the Company’s Board of Directors until the next annual meeting of stockholders of the Company and until his or her successor has been elected and qualified or until his or her earlier resignation, death or removal.
| Nominee | Votes For | Votes Withheld | Broker Non-votes | |||
| Zackary Irani | 5,973,554 | 91,555 | 4,509,073 | |||
| Allen Barbieri | 5,996,037 | 69,072 | 4,509,073 | |||
| Jane Emerson, M.D., Ph.D. | 5,908,641 | 156,468 | 4,509,073 | |||
| Catherine Coste | 6,012,854 | 52,255 | 4,509,073 | |||
| David Moatazedi | 5,994,765 | 70,344 | 4,509,073 | |||
| Jack Kenny | 5,994,647 | 70,462 | 4,509,073 |
Proposal No. 2: The Company’s stockholders ratified the advisory vote on the named executive officers’ compensation.
| Votes For | Votes Against | Votes Abstaining | Broker Non-Votes | |||
| 5,964,147 | 94,156 | 6,806 | 4,509,073 |
Proposal No. 3: The Company’s stockholders ratified the appointment of Haskell & White LLP as the Company’s independent public accounting firm for the fiscal year ending May 31, 2024.
| Votes For | Votes Against | Votes Abstaining | Broker Non-Votes | |||
| 10,546,099 | 21,702 | 6,381 | — |
Proposal No. 4: The shareholders voted to ratify and approve the 2023 Stock Incentive Plan.
| Votes For | Votes Against | Votes Abstaining | Broker Non-Votes | |||
| 5,515,057 | 87,185 | 462,867 | 4,509,073 |
Proposal No. 5: The shareholders ratified and approved an adjournment of the Annual Meeting, if necessary or appropriate, including to establish a quorum.
The shareholders voted to approve the adjournment of the annual meeting if management deemed it necessary.
| Votes For | Votes Against | Votes Abstaining | Broker Non-Votes | |||
| 5,906,540 | 152,436 | 6,133 | 4,509,073 |
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.
| BIOMERICA, INC. | ||
| Date: December 11, 2023 | By: | /s/ Zackary S. Irani |
Zackary S. Irani | ||
| Chief Executive Officer | ||