ABVC 8-K
Abvc Biopharma, Inc. (ABVC)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
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Indicate by check mark whether the registrant is an emerging growth company as defined in 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).
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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.
On June 3, 2025, ABVC BioPharma, Inc. (the “Company”) held its 2025 annual meeting of shareholders (the “Annual Meeting”). At the Annual Meeting, the Company’s shareholders voted on 4 proposals. At the beginning of the Annual Meeting, 5,917,309 shares of common stock, which represents 35.27% of the voting power of the shares entitled to vote at the Annual Meeting, were represented by proxy, which constituted a quorum for the transaction of business.
We are filing this Current Report on Form 8-K to disclose the voting results from the Annual Meeting.
| 1. | To re-elect 11 directors to the Company’s board of directors (the “Board”), with such directors to serve until the 2025 annual meeting of shareholders. |
| Name | For | Against | Withheld | |||||||||
| Eugene Jiang | 5,898,784 | 0 | 18,525 | |||||||||
| Dr. Tsang Ming Jiang | 5,898,784 | 0 | 18,525 | |||||||||
| Norimi Sakamoto | 5,898,784 | 0 | 18,525 | |||||||||
| Yen-Hsin Chou | 5,898,784 | 0 | 18,525 | |||||||||
| Dr. Tsung-Shann (T.S.) Jiang | 5,898,784 | 0 | 18,525 | |||||||||
| Dr. Chang-Jen Jiang | 5,898,784 | 0 | 18,525 | |||||||||
| Hsin-Hui Miao | 5,898,784 | 0 | 18,525 | |||||||||
| Yoshinobu Odaira | 5,898,784 | 0 | 18,525 | |||||||||
| Che-Wei Hsu | 5,898,784 | 0 | 18,525 | |||||||||
| Shuling Jiang | 5,898,784 | 0 | 18,525 | |||||||||
| Yu-Min (Francis) Chung | 5,898,784 | 0 | 18,525 | |||||||||
Accordingly, all directors were re-elected.
| 2. | To ratify the appointment of Simon & Edward, LLP as the Company’s independent registered public accounting firm for fiscal year ending December 31, 2025. |
| For | Against | Abstain | ||
| 5,903,606 | 10,152 | 3,551 |
Accordingly, Simon & Edward, LLP was reappointed as the Company’s independent registered public accounting firm for fiscal year ending December 31, 2025.
| 3. | To authorize, for purposes of complying with Nasdaq Listing Rule 5635(b) and Nasdaq Listing Rule 5635(d), the entry into an agreement to purchase land owned by one of our directors, Shuling Jiang (“Shuling”) and to purchase such land via the issuance of shares of our common stock and warrants to purchase shares of common stock, which constitutes a related party transaction and which may result in the issuance of an amount of shares of common stock equal to or in excess of 20% of our common stock outstanding and which Nasdaq may deem a “change of control” transaction (the “Land Proposal”). |
| For | Against | Abstain | ||
| 5,832,130 | 81,700 | 3,479 |
Accordingly, the Land Proposal was approved.
| 4. | To approve an increase in the Company’s Amended and Restated 2016 Equity Incentive Plan (the “Plan”) up to a maximum of 15% of the number of issued and outstanding shares on the date of the Meeting and permit the automatic increase of such shares available under the Plan, on January 1 of each year, by that number of shares equal to 5% of the number of shares of common stock issued and outstanding on the immediately preceding December 31, commencing on January 1, 2026 and ending with the year that the additional number of shares equals 15% of the number of shares of common stock issued and outstanding as of December 31 of the previous year (the “Plan Proposal”). |
| For | Against | Abstain | ||
| 5,691,168 | 222,663 | 3,478 |
Accordingly, the Plan Proposal was approved.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits. |
| Exhibit Number |
Exhibit | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ABVC BioPharma, Inc. | ||
| June 4, 2025 | By: | /s/ Uttam Patil |
| Uttam Patil | ||
| Chief Executive Officer | ||