Biomerica Inc. Reports on Security Holder Vote

Ticker: BMRA · Form: 8-K · Filed: Dec 17, 2024 · CIK: 73290

Sentiment: neutral

Topics: corporate-governance, shareholder-vote

TL;DR

BIOMERICA shareholders voted on something important on 12/13/24.

AI Summary

Biomerica Inc. filed an 8-K on December 17, 2024, reporting on a submission of matters to a vote of security holders that occurred on December 13, 2024. The company, incorporated in Delaware, is involved in the in vitro and in vivo diagnostic substances industry.

Why It Matters

This filing indicates that Biomerica Inc. has held or is holding a vote of its security holders, which could pertain to significant corporate actions or governance matters.

Risk Assessment

Risk Level: low — The filing is a routine disclosure of a security holder vote and does not contain information about significant financial distress or operational changes.

Key Players & Entities

FAQ

What specific matters were submitted for a vote by Biomerica Inc.'s security holders?

The filing states that matters were submitted to a vote of security holders, but does not specify the exact nature of these matters in the provided text.

When was the earliest event reported in this 8-K filing?

The earliest event reported was on December 13, 2024.

What is Biomerica Inc.'s principal executive office address?

Biomerica Inc.'s principal executive offices are located at 17571 Von Karman Ave., Irvine, California 92614.

What is Biomerica Inc.'s IRS Employer Identification Number?

Biomerica Inc.'s IRS Employer Identification Number is 95-2645573.

What is Biomerica Inc.'s Standard Industrial Classification code?

Biomerica Inc.'s Standard Industrial Classification code is 2835, for In Vitro & In Vivo Diagnostic Substances.

Filing Stats: 786 words · 3 min read · ~3 pages · Grade level 11.8 · Accepted 2024-12-17 17:00:35

Filing Documents

From the Filing

UNITED SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 13, 2024 BIOMERICA, INC. (Exact name of registrant as specified in its charter) Delaware 001-37863 95-2645573 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.) 17571 Von Karman Ave. Irvine , California 92614 (Address of Principal Executive Offices) (Zip Code) (949) 645-2111 (Registrant's telephone number, including area code) Not Applicable (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: 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 $.08 BMRA Nasdaq Capital Market 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. Biomerica, Inc. (the "Company") held its 2024 Annual Meeting of Stockholders (the "2024 Annual Meeting") on December 13, 2024, at its corporate headquarters in Irvine, California. As of October 16, 2024, the record date for the 2024 Annual Meeting, the Company had 16,821,646 shares of common stock outstanding and entitled to vote, of which 10,287,675 shares of common stock were present in person or represented by proxy and entitled to vote at the 2024 Annual Meeting. The following is a brief description of the final voting results for each of the proposals submitted to a vote of the stockholders at the 2024 Annual Meeting. Proposal No. 1 : The Company's stockholders elected each of the five nominees named below to serve on the Company's Board of Directors (the "Board") until the next annual meeting of stockholders of the Company and until his or her successor has been elected and qualified or until his or her earlier resignation, death or removal. Nominee Votes For Votes Withheld Broker Non-votes Zackary Irani 4,784,611 169,339 5,524,703 Allen Barbieri 4,757,823 196,127 5,524,703 Jane Emerson, M.D., Ph.D. 4,611,714 342,236 5,524,703 Catherine Coste 4,779,659 174,291 5,524,703 David Moatazedi 4,772,930 181,020 5,524,703 Proposal No. 2 : The Company's stockholders approved, on a non-binding advisory basis, the compensation paid to our named executive officers. Votes For Votes Against Votes Abstaining Broker Non-Votes 4,613,080 275,661 65,209 5,524,703 Proposal No. 3 : The Company's stockholders ratified the selection of Haskell & White LLP as the Company's independent registered public accounting firm for the fiscal year ending May 31, 2025. Votes For Votes Against Votes Abstaining Broker Non-Votes 10,287,675 94,547 96,431 — Proposal No. 4 : The Company's stockholders approved the 2024 Stock Incentive Plan. Votes For Votes Against Votes Abstaining Broker Non-Votes 4,186,308 730,217 37,425 5,524,703 Proposal No. 5 : The Company's stockholders approved the amendment to the Company's First Amended and Restated Certificate of Incorporation to authorize the Board, at their discretion, to effect a reverse stock split of the Company's common stock. Votes For Votes Against Votes Abstaining Broker Non-Votes 9,789,531 558,553 130,569 — Proposal No. 6 : The Company's stockholders approved the amendment to the Company's First Amended and Restated Certificate of Incorporation to authorize the Board, at their discretion, to effect an increase in the number of authorized shares of the Company's common stock. Votes For Votes Against Votes Abstaining Broker Non-Votes 9,619,013 770,675 88,965 — Proposal No. 7 : The Company's stockholders approved an adjournment of the Annual Meeting, if necessary or appropriate, including to establish a quorum. Votes For Votes Against Votes Abstaining Broker

View Full Filing

View this 8-K filing on SEC EDGAR

View on Read The Filing