CISO Global, Inc. Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by CISO Global, Inc. on December 16, 2025, regarding events occurring on December 10, 2025. The filing primarily documents the results of the company's 2025 Annual Meeting of Stockholders and the approval of several corporate governance and capital structure proposals.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses on corporate actions and voting results rather than financial performance metrics.
Material Changes and Corporate Actions
Stockholders approved the following material proposals at the Annual Meeting:
- Equity Plan Amendment: Approved an increase of 10,000,000 shares available for issuance under the 2023 Equity Incentive Plan.
- Authorized Stock Increase: Approved an amendment to the Certificate of Incorporation to increase authorized Common Stock from 300,000,000 to 1,300,000,000 shares.
- Issuance Authorization: Authorized the issuance of Common Stock upon conversion of Series B Preferred Convertible Stock issued to B. Riley Principal Capital, LLC, to comply with Nasdaq Listing Rule 5635(d).
- Auditor Ratification: Ratified the appointment of Semple, Marchal & Cooper, LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2025.
- Director Elections: Elected David G. Jemmett, Andrew K. McCain, Phillip Balatsos, Mohsen (Michael) Khorassani, and Andrew Hancox to the Board of Directors.
Guidance, Outlook, and Risks
The filing includes a Regulation FD disclosure referencing an investor presentation (Exhibit 99.1) and a press release (Exhibit 99.2). The company explicitly disclaims any obligation to update forward-looking statements or expectations contained in these materials. No specific financial guidance or risk factors were detailed within the text of this 8-K filing.
Investor Verification Checklist
- Verify the full terms of the 2023 Equity Incentive Plan as amended (Exhibit 10.1).
- Review the Investor Presentation (Exhibit 99.1) for updated business strategy and financial outlook.
- Confirm the details of the Preferred Equity Purchase Agreement with B. Riley Principal Capital, LLC regarding the Series B Preferred Convertible Stock.
- Check the press release (Exhibit 99.2) for additional context on the Annual Meeting results.