Vsee Health, Inc 8-K, filed Aug 26, 2026
Vsee Health, Inc. (VSEED)
About this 8-K
Vsee Health, Inc filed this 8-K on August 26, 2026, reporting on events of August 25, 2026.
Items reported
- Item 5.07: Shareholder vote results
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
August 26, 2026 (
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On August 25, 2026, VSee Health, Inc., a Delaware Corporation (the “Company”), held its annual meeting of stockholders for its fiscal year ended December 31, 2026 (the “Annual Meeting”). As of July 6, 2026, the record date for the Annual Meeting (the “Record Date”), there were 55,679,813 shares of common stock, par value $0.0001 per share (“Common Stock”), outstanding, which shares were entitled to an aggregate of 55,679,813 votes at the Annual Meeting, and 121.698 shares of preferred stock (“Preferred Stock”) outstanding, which shares were entitled to an aggregate of 12,169.8 votes at the annual meeting. Holders of 28,208,699 shares of the Company’s Common Stock and Preferred Stock were present in person or by proxy at the Annual Meeting, representing 50.65% of the total outstanding shares of Common Stock and Preferred Stock entitled to vote at the Annual Meeting, constituting a quorum pursuant to the Company’s bylaws, as amended. At the Annual Meeting, four proposals were submitted to the Company’s stockholders. A brief summary of the matters voted upon by stockholders at the Annual Meeting is set forth below, and the proposals are described in more detail in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on July 20, 2026 (the “Proxy Statement”). The voting results reported below are final.
Proposal 1: The Directors Proposal
The Company’s stockholders elected Kevin Lowdermilk and Colin O’Sullivan as members of the Company’s board of directors (the “Board”), each to hold office until the 2029 annual meeting of stockholders or until their respective successors shall have been duly elected or appointed and qualified, based upon the following votes:
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | |||||
| Kevin Lowdermilk | 18,300,518 | 1,108,736 | 25,119 | 8,774,326 | ||||
| Colin O’Sullivan | 18,324,565 | 1,090,558 | 19,250 | 8,774,326 |
Proposal 2: The Auditor Proposal
The Company’s stockholders ratified the appointment of WWC, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, based upon the following votes:
| FOR | AGAINST | ABSTAIN | ||
| 27,539,111 | 662,101 | 7,487 |
Proposal 3: The Reverse Stock Split Proposal
The Company’s stockholders approved the proposal to grant discretionary authority to the Board to amend the Certificate of Incorporation to effect one or more consolidations of the issued and outstanding shares of Common Stock, pursuant to which the shares of Common Stock would be combined and reclassified into one share of Common Stock at a ratio within the range from 1-for-20 up to 1-for-80 (each, a “Reverse Stock Split”), provided that, (X) the Company shall not effect Reverse Stock Splits that, in the aggregate, exceed 1-for-80, and (Y) any Reverse Stock Split is completed no later than the second anniversary of the Record Date, as detailed in the Proxy Statement, based upon the following votes:
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | |||
| 26,433,405 | 1,748,270 | 27,024 | - |
Proposal 4: The Adjournment Proposal
The Company’s stockholders approved of a proposal to adjourn the Annual Meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there were insufficient votes for, or otherwise in connection with, the approval of any of the foregoing proposals, based upon the following votes:
| FOR | AGAINST | ABSTAIN | ||
| 24,507,566 | 3,648,049 | 53,084 |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: August 26, 2026 | VSEE HEALTH, INC. | |
| By: | /s/ Imoigele Aisiku | |
| Name: | Imoigele Aisiku | |
| Title: | Chief Executive Officer | |
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