Adagio Medical Holdings Inc.

12/16/2025 | Press release | Distributed by Public on 12/16/2025 15:16

Proxy Results (Form 8-K)

Item 5.07 Submission of Matters to a Vote of Security Holders.

On December 15, 2025, Adagio Medical Holdings, Inc. (the "Company") held its 2025 Annual Meeting of Stockholders (the "Annual Meeting"). The stockholders considered two proposals, each of which is described in more detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on November 4, 2025 (the "Proxy Statement"). Of the 21,179,637 shares outstanding as of the record date, 13,862,436 shares, or 65.45%, were present or represented by proxy at the Annual Meeting. The final results for each of the matters submitted to the stockholders at the Annual Meeting are as follows:

Proposal No 1: Election of two nominees to serve as directors until the 2028 annual meeting of stockholders and until their respective successors are elected and qualified. The votes were cast as follows:

For Withheld Broker Non-Votes
Todd Usen 12,915,589 19,972 926,875
James L. Cox, M.D. 11,610,366 1,325,195 926,875

Both nominees were elected.

Proposal No 2: Ratification of the appointment of WithumSmith+Brown, PC as independent registered public accounting firm for the fiscal year ending December 31, 2025. The votes were cast as follows:

For Against Abstain Broker Non-Votes
13,407,336 352,547 102,553 -
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