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    Lightwave Logic Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits

    5/19/25 5:19:38 PM ET
    $LWLG
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    false 0001325964 0001325964 2025-05-15 2025-05-15 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) May 15, 2025

     

    Lightwave Logic, Inc.

    (Exact name of registrant as specified in its charter)

             
    Nevada   001-40766   82-0497368

    (State or other jurisdiction

    of incorporation)

     

    (Commission

    File Number)

     

    (IRS Employer

    Identification Number)

     

    369 Inverness Parkway, Suite 350, Englewood, CO 80112

    (Address of principal executive offices, including Zip Code)

     

    (720) 340-4949

    (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:

     

    ☐ 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(s)

     

    Name of each exchange

    on which registered

    Common Stock, par value $0.001 per share   LWLG   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

     

    The 2025 Annual Meeting of Shareholders (the “Annual Meeting”) of Lightwave Logic, Inc. (the “Company”) was held on May 15, 2025. As of the close of business on March 24, 2025, the Company had outstanding 124,604,522 shares of common stock, of which 64,185,765 shares were represented at the meeting by proxy and in person; accordingly, a quorum was constituted. The matters voted upon and the final results of the voting were as follows:

     

    Proposal 1: Election of Directors

     

    The following persons were elected to the Board of Directors to serve until the 2028 Annual Meeting of Shareholders or until their successors have been duly elected or appointed and qualified:

                 
    Name 

    Votes

    For

      

    Votes

    Withheld

      

    Broker

    Non-votes

     
    Ronald A. Bucchi   27,622,666    10,288,969    26,274,130 
    Craig Ciesla   27,249,583    10,662,052    26,274,130 

     

    Proposal 2: Ratify Stephano Slack LLP as the Company’s Independent Registered Public Accounting Firm for fiscal year 2025

     

    The following votes were cast with respect to Proposal 2. The proposal was approved.

                  
    For   Against   Abstain  

    Broker

    Non-votes

     
     60,933,933    1,578,464    1,673,308    —   

     

    Proposal 3: Vote to Approve the Company’s 2025 Equity Incentive Plan

     

    The following votes were cast with respect to Proposal 3. The proposal was approved.

                  
     For    Against    Abstain    

    Broker

    Non-votes

     
     26,946,343    8,268,916    2,696,376    26,274,130 

      

    Item 9.01. Financial Statements and Exhibits.

     

    Exhibit
    No.
      Description   Location
    104   Cover Page Interactive Data File   (embedded within the Inline XBRL document)

     

     

     
     

     

    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.

      

    LIGHTWAVE LOGIC, INC.  
         
    By: /s/ James S. Marcelli  
    Name:     James S. Marcelli  
    Title: Chief Financial Officer  

     

    Dated: May 19, 2025 

     

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