Inspire Veterinary Partners Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
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Item 1.01 Entry into a Material Definitive Agreement.
As previously disclosed, Inspire Veterinary Partners, Inc. (the “Company”) closed a public offering pursuant to which an aggregate of 6,000,000 units (the “Units”), were sold at an offering price of $1.00 per Unit, each Unit consisting of either one share of the Company’s Class A common stock, and one pre-funded warrant to purchase one share of the Company’s Class A common stock or one warrant to purchase one share of the Company’s Class A common stock (the “Warrant”).
The Warrants have an exercise price of $1.00 and are exercisable for a period of six months commencing upon issuance.
On October 8, 2024, the Company and that certain holder amended the Warrant to reduce the exercise price of the holder’s 2,500,000 Warrants from $1.00 to $0.20 (the “Amendment”). No other modifications were made to the Warrant and all other terms and provisions shall remain in full force and effect.
The foregoing description of the Amendment is not complete and is qualified in its entirety by reference to the complete text of the Amendment, a copy of which is attached hereto as Exhibit 10.26 and incorporated herein by reference.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The Company held its Annual Meeting of Stockholders on October 9, 2024 (the “Annual Meeting”). Stockholders of record at the close of business on July 26, 2024 (the “Record Date”) were entitled to one vote for each share of Class A common stock, ten votes per share of Class B common stock and one vote per share of Series A preferred stock.
On the Record Date, there were 2,212,820 shares of Class A common stock outstanding, 3,891,500 shares of Class B common stock outstanding and no shares of Series A preferred stock outstanding. The amount of issued and outstanding shares of common and preferred stock present at the Annual Meeting was sufficient to constitute a quorum.
The Company’s stockholders voted on the following two proposals at the Annual Meeting, casting their votes as described below.
Proposal 1. – Election of Directors. The following individuals, each of whom was named as a nominee in the Company’s definitive proxy statement relating to the Annual Meeting, were elected by the Company’s stockholders by a plurality of votes cast to serve on the Company’s Board of Directors for a term expiring at the 2025 annual meeting of stockholders or until their successors are elected and qualified. Information on the vote relating to each director standing for election is set forth below:
| Nominee | For | Withheld | Broker Non-Votes | |||||||||
| Kimball Carr | 62,127,580 | 13,453,953 | - | |||||||||
| Larry Alexander | 75,567,741 | 13,792 | - | |||||||||
| Charles Stith Keiser | 75,568,957 | 12,576 | - | |||||||||
| Phillip Balatsos | 75,751,663 | 207,925 | - | |||||||||
| Anne Murphy | 62,133,966 | 13,447,567 | - | |||||||||
| Erin Thomas-Mackey, DVM | 75,571,971 | 9,562 | - | |||||||||
| Timothy Watters | 75,569,705 | 11,828 | - | |||||||||
Proposal 2. – Ratification of Appointment of Auditor. Proposal 2 was to ratify the appointment of Kreit & Chiu CPA LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024. The proposal was approved.
| For | For | Against | Broker Non- Abstain | ||||||||||
| 5,426,417 | 75,936,784 | 25,658 | 2,989 | ||||||||||
There were no other proposals voted on at the Annual Meeting.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 10.26 | Form of Amendment by and between the Company and the holder, dated October 8, 2024 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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.
| Date: October 15, 2024 | INSPIRE VETERINARY PARTNERS, INC. | |
| By: | /s/ Kimball Carr | |
| Name: | Kimball Carr | |
| Title: | President and Chief Executive Officer | |
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