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

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

LENSAR, INC.

(Exact name of Registrant as Specified in Its Charter)

(Former Name or Former Address, if Changed Since Last Report)

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:

Securities registered pursuant to Section 12(b) of the Act:

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.

On July 2, 2025, LENSAR, Inc., a Delaware corporation (“LENSAR” or the “Company”), held a virtual special meeting of its stockholders (the “Special Meeting”) to vote on the proposals identified in the definitive proxy statement of LENSAR prepared in connection with the Merger Agreement (as defined below) filed with the U.S. Securities and Exchange Commission (the “SEC”) on May 19, 2025, which was first mailed to LENSAR’s stockholders on May 19, 2025.

As of the close of business on May 15, 2025, the record date for the Special Meeting, there were 11,904,989 shares of LENSAR Common Stock, par value $0.01 per share, and 20,000 shares of LENSAR Series A Convertible Preferred Stock issued and outstanding and entitled to vote at the Special Meeting. 80.69% of all of the shares of issued and outstanding LENSAR Common Stock and LENSAR Series A Convertible Preferred Stock entitled to vote were present virtually or represented by proxy at the Special Meeting and thus a quorum was present. The tables below detail the final voting results for each proposal:

The Merger Proposal was approved by the requisite vote of LENSAR’s stockholders.

The Merger Compensation Proposal was approved by the requisite vote of LENSAR’s stockholders.

Adjournment of the Special Meeting was deemed not necessary because there was a quorum present and there were sufficient proxies at the time of the Special Meeting to approve the Merger Proposal.

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.