8-K
Aeluma, Inc. (ALMU)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the SecuritiesExchange Act of 1934
Date of Report
(Date of earliest event reported): January 10,2025
Aeluma, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 000-56218 | 85-2807351 |
|---|---|---|
| (State or other jurisdiction<br><br> <br>of incorporation) | (Commission File Number) | (IRS Employer<br><br> <br>Identification No.) |
| 27 Castilian Drive<br><br> <br>Goleta, California | 93117 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
805-351-2707
(Registrant’s telephone number, includingarea code)
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: none.
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.
On January 9, 2025, Aeluma, Inc. (the “Company”) held its 2025 annual meeting of shareholders (the “Annual Meeting”). At the Annual Meeting, the Company’s shareholders voted on two proposals. At the beginning of the Annual Meeting, 9,306,485 shares of common stock, which represents 76.02% 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 1 director to the Company’s board of directors (the “Board”). | |||||
|---|---|---|---|---|---|---|
| Name | For | Against | Abstain/Withheld | |||
| --- | --- | --- | --- | --- | --- | --- |
| Jonathan Klamkin | 8,138,063 | 0 | 14,275 | |||
| 2. | To approve, ratify and confirm the re-appointment of Rose, Snyder & Jacobs LLP as the Company’s independent auditors for the year ending June 30, 2025, and to authorize the Board of Directors to fix their remuneration. | |||||
| --- | --- | |||||
| For | Against | Abstain | ||||
| --- | --- | --- | ||||
| 9,306,485 | 0 | 0 |
Since our directors are elected by a plurality of the voting power, Mr. Klamkin was re-elected to our Board; the shareholders also approved appointing Rose, Snyder & Jacobs LLP as the Company’s independent auditors for the year ending June 30, 2025, and authorizing the Board of Directors to fix their remuneration.
SIGNATURE
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.
| AELUMA, INC. | ||
|---|---|---|
| Date: January 10, 2025 | By: | /s/ Jonathan Klamkin |
| Jonathan Klamkin | ||
| President, Chief Executive Officer, and Director |