UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of June 2025
Commission File No. 001-41010
MAINZ BIOMED N.V.
(Translation of registrant’s name into English)
Robert Koch Strasse 50
55129 Mainz
Germany
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F
Form 20-F ☒ Form 40-F ☐
Other Events
Results of Annual General Meeting of Shareholders
On June 2, 2025, Mainz Biomed N.V. (the “Company”) held an Annual General Meeting of Shareholders (the “Annual General Meeting”). All proposals brought before the holders of the Company’s ordinary shares at such meeting were approved. Minutes announcing the results of the Annual General Meeting are attached hereto as Exhibit 99.1.The final results of each of the agenda items submitted to a vote by the shareholders are as follows:
At the Annual General Meeting, a total of 182,883 shares (or 5.31%) of the Company’s issued and outstanding shares of record held as of May 5, 2025, the record date for the Annual General Meeting, were present either in person or by proxy. At the Annual General Meeting, the following proposals were voted on and approved:
1. | Adoption of the statutory annual accounts for the financial year ended 31 December 2024: |
Votes For | Votes Against | Abstentions | ||||||||
150,635 | 30,417 | 1,831 |
2. | Discharge from liability of the directors for their management and supervision during the financial year ended 31 December 2024: |
Votes For | Votes Against | Abstentions | ||||||||
115,880 | 64,373 | 2,630 |
3. | Amendment of the articles of association and authorisation of CMS Derks Star Busman N.V., to have the deed of amendment of articles of association executed: |
Votes For | Votes Against | Abstentions | ||||||||
138,666 | 38,752 | 5,465 |
4. | Extension of the authorisation of the board to acquire ordinary shares or depositary receipts thereof: |
Votes For | Votes Against | Abstentions | ||||||||
137,160 | 38,212 | 7,511 |
5. | Extension of the authorisation of the board to acquire preferred shares or depositary receipts thereof: |
Votes For | Votes Against | Abstentions | ||||||||
131,759 | 38,433 | 12,691 |
6. | Cancellation of ordinary shares held by the Company: |
Votes For | Votes Against | Abstentions | ||||||||
128,527 | 49,017 | 5,339 |
7. | Reappointment of Mr. G. Bächler as executive director: |
Votes For | Votes Against | Abstentions | ||||||||
142,104 | 37,709 | 3,070 |
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8. | Reappointment of Mr. H.J. Hekland as non-executive director: |
Votes For | Votes Against | Abstentions | ||||||||
138,833 | 41,417 | 2,839 |
9. | Reappointment of Mr. G.J. Tibbitts as non-executive director: |
Votes For | Votes Against | Abstentions | ||||||||
138,833 | 41,207 | 2,843 |
10. | Reappointment of Dr. H. Dreismann as non-executive director: |
Votes For | Votes Against | Abstentions | ||||||||
144,010 | 35,936 | 2,937 |
11. | Approval of the 2025 Omnibus Incentive Plan: |
Votes For | Votes Against | Abstentions | ||||||||
131,125 | 49,463 | 2,295 |
12. | Amendment of the remuneration policy and confirmation of awards granted to directors: |
Votes For | Votes Against | Abstentions | ||||||||
119,445 | 59,631 | 3,807 |
13. | Assignment of Kreston Lentink Audit B.V. as Dutch auditor and authorisation of the board to assign a US auditor at its discretion for the financial year ending 31 December 2025: |
Votes For | Votes Against | Abstentions | ||||||||
154,459 | 27,070 | 1,354 |
This current report on Form 6-K and the exhibit hereto are hereby incorporated by reference into our registration statement on Form F-3 (no. 333-269091) as well as our registration statement on Form S-8 (no. 333-273203).
Exhibit No. | Exhibit | |
99.1 | Board Minutes Regarding the Annual General Meeting dated June 3, 2025 |
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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.
Date: June 5, 2025 | By: | /s/ William J. Caragol |
Name: | William J. Caragol | |
Title | Chief Financial Officer |
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