8-K
SkyAI, Inc. (SKYA)
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
8-K
CURRENT
REPORT PURSUANT
TO
SECTION 13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): December 19, 2024
SharpsTechnology, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Nevada
(State or Other Jurisdiction of Incorporation)
| 001-41355 | 82-3751728 |
|---|---|
| (Commission<br> <br><br> File Number) | (IRS<br> Employer <br><br> Identification No.) |
105Maxess Road, Melville, New York 11747
(Address of Principal Executive Offices)
(631)574 -4436
(Registrant’s Telephone Number, Including Area Code)
(Former Name 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 (see General Instruction A.2. below):
| ☐ | 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<br> of each class | Trading<br> Symbol(s) | Name<br> of each exchange on which registered |
|---|---|---|
| Common<br> Stock, $0.0001 par value | STSS | NASDAQ<br> Capital Market |
| Common<br> Stock Purchase Warrants | STSSW | NASDAQ<br> Capital Market |
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.
At the Annual Meeting, 960,855 shares of the Company’s common stock were represented in person or by proxy out of the 1,797,870 shares outstanding and entitled to vote as of October 23, 2024, the record date for the Annual Meeting. The voting results for each of the proposals submitted to a vote of the stockholders of the Company at the Annual Meeting are set forth below.
| 1. | The<br> Company’s stockholders elected the six individuals listed below as directors to serve on the Board of Directors (the “Board”)<br> of the Company, each to serve on the Board until his/her successor is duly elected and qualified at the Annual Meeting or until his/her<br> earlier resignation or removal. The results of voting on the proposal are set forth below: | |||||
|---|---|---|---|---|---|---|
| Director Nominee | Votes For | Votes Withheld | Broker Non-Votes | |||
| --- | --- | --- | --- | --- | --- | --- |
| Soren Bo Christiansen | 636,090 | 17,771 | 306,994 | |||
| Paul K. Danner | 635,907 | 17,954 | 306,994 | |||
| Timothy J. Ruemler | 634,449 | 19,412 | 306,994 | |||
| Brenda Baird Simpson | 633,599 | 20,262 | 306,994 | |||
| Jason Monroe | 634,437 | 19,424 | 306,994 | |||
| Robert M. Hayes | 634,156 | 19,705 | 306,994 | |||
| 2. | The<br> Company’s stockholders approved the ratification of the appointment of PKF O’Connor<br> Davies LLP as the Company’s independent registered public accounting firm for the fiscal<br> year ending December 31, 2024. The results of voting on the proposal are set forth below: | |||||
| --- | --- | |||||
| Votes For | Votes Against | Abstain | Broker Non-Votes | |||
| --- | --- | --- | --- | |||
| 942,555 | 12,402 | 5,898 | 0 | |||
| 3. | The Company’s stockholders<br> approved the 2024 Equity Incentive Plan. The results of voting on the proposal are set forth below: | |||||
| --- | --- | |||||
| Votes For | Votes Against | Abstain | Broker Non-Votes | |||
| --- | --- | --- | --- | |||
| 613,501 | 37,979 | 2,381 | 306,994 |
Item8.01. Other Events
Pursuant to the Company’s reverse stock split on October 16, 2024, the Company will treat the fractional shares in connection with same, on a participant basis.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: December 23, 2024
| SHARPS TECHNOLOGY, INC. |
|---|
| /s/ Andrew R. Crescenzo |
| Andrew<br> R. Crescenzo |
| Chief<br> Financial Officer |