Avalon Globocare Corp.
10/11/2024 | Press release | Distributed by Public on 10/11/2024 14:31
Proxy Results Form 8 K
Item 5.07 Submission of Matters to a Vote of Security Holders.
On October 7, 2024, Avalon GloboCare Corp., a Delaware corporation (the "Company") held the Company's virtual 2024 annual meeting of stockholders (the "Annual Meeting"). The matters voted on at the Annual Meeting were: (i) the election of directors, (ii) the ratification of the appointment of the Company's independent registered public accounting firm, (iii) to approve the issuance of the Company's common stock, par value $0.0001 per share (the "Common Stock"), in excess of 19.99% of the outstanding Common Stock with respect to the securities purchase agreement and related transaction documents entered into by the Company on or around June 5, 2024, (iv) the approval of an amendment to the amended and restated certificate of incorporation (the "Certificate of Incorporation") to effectuate a reverse stock split of the Company's Common Stock, at a ratio of no less than 1-for-2 and no more than 1-for-15 (the "Reverse Stock Split"), with such ratio to be determined at the sole discretion of the Board of Directors of the Company (the "Board"), (v) the approval of an amendment to the Certificate of Incorporation to decrease the number of shares of Common Stock available for issuance thereunder from 490,000,000 shares to 100,000,000 shares (the "Decrease in Authorized Shares"), and (vi) the approval, on an advisory basis, of the executive compensation of the Company's named executive officers.
The voting results for each item of business voted upon at the Annual Meeting were as follows:
| 1. | The votes cast with respect to the proposal to elect Wenzhao Lu, David Jin, M.D., Ph.D., Lourdes Felix, Steven A. Sanders, William B. Stilley, III, Wilbert J. Tauzin II, and Tevi Troy as directors of the Company to hold office until the next annual meeting and until his or her successor has been duly elected and qualified, or, if sooner, until the director's death, resignation or removal were as follows: |
| FOR | WITHHELD |
BROKER NON-VOTES |
||||||||||
| Wenzhao Lu | 6,856,371 | 74,741 | 2,429,505 | |||||||||
| David Jin, M.D., Ph.D. | 6,874,679 | 56,433 | 2,429,505 | |||||||||
| Lourdes Felix | 6,852,278 | 78,834 | 2,429,505 | |||||||||
| Steven A. Sanders | 6,845,144 | 85,968 | 2,429,505 | |||||||||
| William B. Stilley, III | 6,807,822 | 123,290 | 2,429,505 | |||||||||
| Wilbert J. Tauzin II | 6,856,961 | 74,151 | 2,429,505 | |||||||||
| Tevi Troy | 6,844,196 | 86,916 | 2,429,505 |
The stockholders elected each nominee as a director of the Company.