Bullfrog AI Holdings, Inc. - Form 8-K Summary
Business Context and Reporting Period
This Form 8-K reports on the results of the 2024 Annual Meeting of Stockholders held by Bullfrog AI Holdings, Inc. on September 20, 2024. The company is incorporated in Nevada and trades on The Nasdaq Capital Market under the symbols BFRG (Common Stock) and BFRGW (Tradeable Warrants). As of the record date of July 29, 2024, there were 7,850,550 shares of Common Stock issued and outstanding.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance and voting outcomes rather than financial performance.
Material Changes and Voting Results
At the Annual Meeting, 4,947,894 shares (approximately 63.02% of entitled shares) were represented, constituting a quorum. All proposals presented were approved:
- Election of Directors: Four nominees were elected to the Board of Directors to serve until the next annual meeting. The voting results were as follows:
| Director Nominee | FOR | AGAINST | ABSTAIN | BROKER NON-VOTE |
|---|---|---|---|---|
| William Enright | 2,919,589 | - | 21,620 | 2,006,685 |
| Jason D. Hanson | 2,910,395 | - | 30,814 | 2,006,685 |
| R. Donald Elsey | 2,924,620 | - | 16,589 | 2,006,685 |
| Vininder Singh | 2,924,381 | - | 16,828 | 2,006,685 |
- Ratification of Auditors: Stockholders ratified the appointment of M&K CPAs, PLLC as the independent registered public accounting firm for the fiscal year ending December 31, 2024. The vote was 4,784,257 FOR, 103,756 AGAINST, and 59,881 ABSTAIN.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for future guidance, management commentary on outlook, specific risks, contingencies, or unusual items. The document is limited to the disclosure of voting results.
Key Facts for Investor Verification
- Confirmation that the four elected directors (Enright, Hanson, Elsey, Singh) have accepted their positions and will serve until the next annual meeting.
- Verification of the engagement terms and scope of work with the newly ratified auditor, M&K CPAs, PLLC.
- Review of the company's most recent financial statements (10-K or 10-Q) for actual financial performance metrics, as this 8-K contains none.
- Assessment of the high number of broker non-votes (2,006,685) on the director elections, which may indicate specific broker voting policies or lack of instructions from beneficial owners.