8-K
Unusual Machines, Inc. (UMAC)
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) December 19, 2025
Unusual Machines, Inc.
(Exact name of registrant as specified in its charter)
| Nevada | 001-41961 | 66-0927642 |
|---|---|---|
| (State or other jurisdiction | (Commission | (IRS Employer |
| of incorporation) | File Number) | Identification No.) |
| 4677 L B McLeod Rd, Suite J | ||
| --- | --- | |
| Orlando, FL | 32811 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (844) 893-7663
N/A
(Former name or former address, if changed since last report.)
| ☐ | 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:
| Title of Each Class | Trading Symbol(s) | Name of Each Exchange on Which Registered |
|---|---|---|
| Common Stock, $0.01 | UMAC | NYSE American |
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 ofSecurity Holders.
On December 19, 2025, the 2025 Annual Meeting of the Company was held. At the 2025 Annual Meeting, the Company’s stockholders voted (i) to elect five directors for a one-year term expiring at the next annual meeting of stockholders (Proposal 1); and (ii) approval of an adjournment of the 2025 Annual Meeting to a later date or time, if necessary, to permit further solicitation and vote of proxies if there are not sufficient votes at the time of the 2025 Annual Meeting to approve any of the proposals presented for a vote at the 2025 Annual Meeting (Proposal 2), all as described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on October 20, 2025.
Set forth below are the voting results on each matter submitted to the stockholders at the 2025 Annual Meeting.
Proposal 1. The Company’s stockholders voted to elect the following five individuals as directors to hold office for a one-year term expiring at the next annual meeting of stockholders:
| Nominee | Votes For | Abstentions |
|---|---|---|
| Dr. Allan Evans | 11,144,230 | 101,184 |
| Cristina A. Colón | 10,900,065 | 345,349 |
| Robert Lowry | 11,134,723 | 110,691 |
| Sanford Rich | 11,142,091 | 103,323 |
| Jeffrey Thompson | 10,624,575 | 620,839 |
As there were sufficient votes to approve proposals 1, proposal 2 was moot.
| 2 |
| --- |
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.
| Unusual Machines, Inc. | ||
|---|---|---|
| Date: December 19, 2025 | By: | /s/ Brian Hoff |
| Name: | Brian Hoff | |
| Title: | Chief Financial Officer |
| 3 |
| --- |