8-K
Ainos, Inc. (AIMD)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d)
of
the Securities Exchange Act of 1934
Dateof Report (Date of earliest event reported): September 27, 2024
| AINOS, INC. | ||
|---|---|---|
| (Exact name of registrant as specified in its charter) | ||
| Texas | 001-41461 | 75-1974352 |
| --- | --- | --- |
| (State or other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 8880 Rio San Diego Drive, Ste. 800, San Diego, CA 92108<br><br> <br>(858) 869-2986 | ||
| --- | ||
| (Address<br> and telephone number, including area code, of registrant’s principal executive offices) |
(Formername 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<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement<br> 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<br> Stock, par value $0.01 per share | AIMD | The<br> Nasdaq Stock Market LLC |
| Warrants<br> to purchase Common Stock | AIMDW | The<br> Nasdaq Stock Market LLC |
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. ☐
Item5.07 Submission of Matters to a Vote of Security Holders
On September 27, 2024, Ainos, Inc. (the “Company”) held an annual meeting of stockholders (the “Annual Meeting”) at 10F-2, No. 66, Shengyi 5th Rd., Zhubei City, Hsinchu County 302, Taiwan (R.O.C.).
As of the close of business on August 5, 2024, the record date for the Annual Meeting (the “Record Date”), 8,045,406 shares of the Company’s common stock, par value $0.01 (the “Common Stock”) were outstanding and entitled to vote. At the Annual Meeting, a total of 5,134,734 votes, comprised of shares of the Company’s Common Stock, equivalent to approximately 63.82% of the outstanding votes, were represented in person or by proxy at the Annual Meeting, constituting a quorum. The matters that were voted upon at the Annual Meeting, and the number of votes cast for or against/withheld, as well as the number of abstentions and broker non-votes, as to such matters, where applicable, are set forth below.
1. The proposal to ratify the appointment of KCCW Accountancy Corp. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024 was approved as follows:
| Votes For | Votes Against | Broker Non-Votes | Votes Abstained |
|---|---|---|---|
| 5,062,909 | 52,319 | 0 | 19,506 |
2. The proposal to reservation of up to two (2) million shares of common stock as special stock awards, which are not issued under the Ainos, Inc. 2023 Stock Incentive Plan was approved as follows:
| Votes For | Votes Against | Broker Non-Votes | Votes Abstained |
|---|---|---|---|
| 3,804,071 | 166,746 | 1,157,648 | 6,269 |
SIGNATURES
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.
| Ainos, Inc. | ||
|---|---|---|
| Date:<br> October 1, 2024 | By: | /s/ Chun-Hsien Tsai |
| Name: | Chun-Hsien<br> Tsai | |
| Title: | Chief<br> Executive Officer |