Milestone Scientific 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
The 2024 Annual Meeting of Stockholders (the “Annual Meeting”) of Milestone Scientific Inc. (the “Company”) was held on December 18, 2025. At the Annual Meeting, the Company’s stockholders:
| ● | Elected six incumbent directors to serve until the next annual meeting of the Company’s stockholders or until their respective successors have been duly elected and qualified; |
| ● | Approved an amendment to the Company’s Restated Certificate of Incorporation increasing the number of authorized shares of Common Stock from 100,000,000 to 125,000,000; and |
| ● | Ratified the appointment of CBIZCPA P.C. as the Company’s independent auditors for the fiscal year ending December 31, 2025. |
The total number of shares outstanding at the record date for the Annual Meeting was 78,628,913 shares of common stock. The total number of shares voted at the Annual Meeting was 48,381,413 shares of common stock, representing 61.53% of the issued and outstanding shares of common stock.
The number of votes cast for, against or withheld and the number of abstentions and broker non-votes with respect to each Proposal is set forth below.
PROPOSAL #001 ELECTION OF DIRECTORS INCLUDING DIRECTOR EXCEPTIONS
| *** | FOR | % VOTED FOR | WITHHELD | % VOTED WITHHELD | ||||
| BENEDETTA I. CASAMENTO | 25,471,050 | 85.92% | 4,173,862 | 14.08% | ||||
| NEAL GOLDMAN | 26,283,035 | 88.66% | 3,361,877 | 11.34% | ||||
| ERIC HINES | 29,184,965 | 98.45% | 459,947 | 1.55% | ||||
| DR. DIDIER DEMESMIN | 25,788,621 | 86.99% | 3,856,291 | 13.01% | ||||
| SHANTH THIYAGALINGAM | 29,147,090 | 98.32% | 497,822 | 1.68% | ||||
| DR. DAWOOD SAYED | 29,264,979 | 98.72% | 379,933 | 1.28% | ||||
| TOTAL ALL DIRECTORS | 165,139,740 | 12,729,732 | ||||||
| DIRECTOR AVERAGE | 27,523,290 | 2,121,622 | ||||||
| % VOTED OF AVERAGE | 92.84% | 7.16% |
PROPOSAL #002 APPROVAL TO AMEND THE RESTATED CERTIFICATE OF INCORPORATION
| *** | FOR | AGAINST | ABS/WHD | BROKER NON-VOTES | ||||
| BENEFICIAL | 42,491,824 | 1,845,895 | 26,055 | |||||
| REGISTERED | 4,017,639 | 0 | 0 | |||||
| TOTAL SHARES VOTED | 46,509,463 | 1,845,895 | 26,055 | |||||
| % OF VOTED | 96.18% | 3.81% | ||||||
| % OF OUTSTANDING | 59.15% | 2.34% | ||||||
| % OF VOTED W/ABS/WHD | 96.13% | 3.81% | 0.05% | |||||
| % OF OUTSTNDG W/ABS/WHD | 59.15% | 2.34% | 0.03% |
PROPOSAL #003 RATIFY CBIZ CPAS P.C. AS INDEPENDENT AUDITORS
| *** | FOR | AGAINST | ABS/WHD | BROKER NON-VOTES | ||||
| BENEFICIAL | 43,580,300 | 542,809 | 240,665 | |||||
| REGISTERED | 4,017,639 | 0 | 0 | |||||
| TOTAL SHARES VOTED | 47,597,939 | 542,809 | 240,665 | |||||
| % OF VOTED | 98.87% | 1.12% | ||||||
| % OF OUTSTANDING | 60.53% | 0.69% | ||||||
| % OF VOTED W/ABS/WHD | 98.38% | 1.12% | 0.49% | |||||
| % OF OUTSTNDG W/ABS/WHD | 60.53% | 0.69% | 0.30% |
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.
| Milestone Scientific Inc. | ||
| Dated: December 23, 2025 | By: | /s/ Eric Hines |
| Eric Hines | ||
| Chief Executive Officer | ||