UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On July 21, 2025, the Company reconvened and held its 2025 Annual Meeting of Stockholders. The Annual Meeting had been adjourned from the original scheduled meeting date of July 7, 2025.
The matters voted upon at the Annual Meeting and the results of such voting are set forth below.
Proposal 1 - Election of seven directors to serve a term ending at the 2026 annual meeting, in each case until their respective successors are duly elected and qualified.
| Nominee | Votes For | Withheld | Broker Non-Votes | |||||||||
| Jeffrey Thramann | 51,347 | 15,267 | 200,431 | |||||||||
| Brent Ness | 47,840 | 18,774 | 200,431 | |||||||||
| Stephen Deitsch | 47,374 | 19,240 | 200,431 | |||||||||
| Scott Breidbart | 50,170 | 16,444 | 200,431 | |||||||||
| David Neal | 49,956 | 16,658 | 200,431 | |||||||||
| William Wesemann | 49,902 | 16,713 | 200,431 | |||||||||
| Amanda Williams | 50,244 | 16,370 | 200,431 | |||||||||
All seven director nominees were duly elected.
Proposal 2 - Ratification of appointment of independent registered accounting firm – Haynie & Company
| Votes For | Votes Against | Abstain | Broker Non-Votes | |||||||||||
| 241,005 | 23,143 | 2,898 | 0 | |||||||||||
Proposal 2 was approved.
Proposal 3 – Approval of a proposed reverse stock split
| Votes For | Votes Against | Abstain | Broker Non-Votes | |||||||||||
| 177,593 | 87,330 | 2,124 | 0 | |||||||||||
Proposal 3 was approved.
Proposal 4 – Approval of an amendment to our 2022 equity incentive plan
| Votes For | Votes Against | Abstain | Broker Non-Votes | |||||||||||
| 29,621 | 35,466 | 1,527 | 200,431 | |||||||||||
Proposal 4 was not approved.
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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.
| ACLARION, INC. | ||
July 21, 2025 |
By: | /s/ John Lorbiecki |
| Name: | John Lorbiecki | |
| Title: | Chief Financial Officer | |
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