6-K
Real Brokerage Inc (REAX)
UNITEDSTATES
SECURITIESAND EXCHANGE COMMISSION
Washington,D.C. 20549
FORM6-K
REPORTOF FOREIGN PRIVATE ISSUER
PURSUANTTO RULE 13a-16 OR 15d-16
OFTHE SECURITIES EXCHANGE ACT OF 1934
Forthe month of May 2025
CommissionFile Number: 001-40442
THEREAL BROKERAGE INC.
(Registrant)
701Brickell Avenue, 17^th^ Floor
Miami,Florida, 33131 USA
(Addressof Principal Executive Offices)
Indicate by check mark whether the Registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
| Form 20-F ☐ | Form 40-F ☒ |
|---|
Indicate by check mark if the Registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the Registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
EXHIBITINDEX
| Exhibit | Description of Exhibit |
|---|---|
| 99.1 | Report of Voting Results |
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, thereunto duly authorized.
| THE REAL BROKERAGE INC. | ||
|---|---|---|
| (Registrant) | ||
| Date<br> May 30, 2025 | By | /s/<br> Alexandra Lumpkin |
| Alexandra<br> Lumpkin | ||
| Chief<br> Legal Officer |
Exhibit99.1
THEREAL BROKERAGE INC.
Reportof Voting Results
AnnualGeneral and Special Meeting of Shareholders held on
May30, 2025
Reportof Voting Results
In accordance with section 11.3 of National Instrument 51-102 – Continuous Disclosure Obligations, this report briefly describes the matters voted upon and the outcome of the votes at the annual general and special meeting of shareholders (the “Meeting”) of The Real Brokerage Inc. (the “Company”) held on May 30, 2025. Shareholders holding an aggregate of 134,968,883 common shares of the Company (the “Common Shares”) (representing 65.75% of the outstanding Common Shares as of the record date for the Meeting) were present or represented by proxy at the Meeting. Each of the matters set out below is described in greater detail in the Company’s Management Information Circular dated April 7, 2025 (the “Circular”), which is available on SEDAR+ at www.sedarplus.ca.
MattersVoted Upon at the Meeting
Numberof Directors
At the Meeting, the shareholders passed a motion that the number of directors of the Company be set at eight (8) directors, to hold office until the next annual meeting of shareholders.
| Votes For | % of Voted | Votes Against | % of Voted | ||||||
|---|---|---|---|---|---|---|---|---|---|
| 134,025,315 | 99.30 | % | 943,568 | 0.70 | % |
Electionof Directors
At the Meeting, management of the Company presented to the shareholders its nominees for directors. Each of the eight nominees in the Circular were elected to serve until the next annual meeting of shareholders of the Company or until a director’s successor is elected or appointed, unless such office is earlier vacated in accordance with the articles of the Company. The percentage of votes cast “for” or “withheld” from the vote are set forth below opposite the name of each elected director based on proxies and votes received at the Meeting. The following individuals were elected as directors until the next annual general meeting of the Company or until their successors are elected or appointed.
| Director Nominee | Votes For | % of Voted | Votes Withheld | % of Voted | ||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Tamir Poleg | 66,425,893 | 99.53 | % | 313,349 | 0.47 | % | ||||
| Vikki Bartholomae | 66,500,383 | 99.64 | % | 238,859 | 0.36 | % | ||||
| Guy Gamzu | 65,766,325 | 98.54 | % | 972,917 | 1.46 | % | ||||
| Larry Klane | 65,516,096 | 98.17 | % | 1,223,146 | 1.83 | % | ||||
| Atul Malhotra, Jr. | 66,158,371 | 99.13 | % | 580,871 | 0.87 | % | ||||
| Laurence Rose | 64,778,586 | 97.06 | % | 1,960,655 | 2.94 | % | ||||
| Susanne Greenfield Sandler | 66,593,441 | 99.78 | % | 145,801 | 0.22 | % | ||||
| Sharran Srivatsaa | 66,593,047 | 99.78 | % | 146,195 | 0.22 | % |
Re-appointmentof Auditors
At the Meeting, the shareholders re-appointed Brightman Almagor Zohar & Co., Certified Public Accountants (a firm in the Deloitte Global Network), as the Company’s auditors and authorized the directors to fix the auditors’ remuneration. The percentage of votes cast “for” or “withheld” from the vote are set forth below based on proxies and votes received at the Meeting.
| Outcome | Votes For | % of Voted | Votes Withheld | % of Voted | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Approved | 134,250,477 | 99.47 | % | 718,406 | 0.53 | % |
Topass an ordinary resolution confirming and approving the 2025 Stock Incentive Plan of the Company
At the Meeting, the shareholders voted to pass an ordinary resolution, the full text of which is set forth in the Circular, confirming and approving the 2025 Stock Incentive Plan of the Company. The percentage of votes cast “for” or “against” from the vote are set forth below based on proxies and votes received at the Meeting.
| Outcome | Votes For | % of Voted | Against | % of Voted | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Approved | 53,498,130 | 80.16 | % | 13,241,087 | 19.84 | % |
Topass an ordinary resolution to ratify and approve the Company’s Advance Notice Policy
At the Meeting, the shareholders voted to pass an ordinary resolution, the full text of which is set forth in the Circular, to ratify and approve the Company’s Advance Notice Policy. The percentage of votes cast “for” or “against” from the vote are set forth below based on proxies and votes received at the Meeting.
| Outcome | Votes For | % of Voted | Against | % of Voted | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Approved | 51,066,694 | 76.52 | % | 15,672,524 | 23.48 | % |