Adagio Medical Holdings, Inc. (ADGM) - 8-K Summary
Business Context and Reporting Period
This Form 8-K reports the results of the 2025 Annual Meeting of Stockholders held on December 15, 2025. Adagio Medical Holdings, Inc., an emerging growth company incorporated in Delaware, filed this report on December 16, 2025. The company's common stock trades on The Nasdaq Stock Market LLC under the symbol ADGM.
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 matters and voting results rather than financial performance.
Material Changes and Voting Results
Of the 21,179,637 shares outstanding as of the record date, 13,862,436 shares (65.45%) were present or represented by proxy. Two proposals were submitted and approved:
- Proposal 1: Election of Directors
- Todd Usen: Elected with 12,915,589 votes For, 19,972 Withheld, and 926,875 Broker Non-Votes.
- James L. Cox, M.D.: Elected with 11,610,366 votes For, 1,325,195 Withheld, and 926,875 Broker Non-Votes.
- Proposal 2: Ratification of Auditors
- WithumSmith+Brown, PC was ratified as the independent registered public accounting firm for the fiscal year ending December 31, 2025.
- Votes: 13,407,336 For, 352,547 Against, 102,553 Abstain.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for future guidance, management commentary on financial outlook, specific risks, contingencies, or unusual items. The document serves solely to disclose the outcome of the stockholder vote.
Key Facts for Investor Verification
- Verify the full text of the definitive proxy statement filed on November 4, 2025, for detailed biographies of the elected directors and the rationale for the auditor appointment.
- Confirm the total number of shares outstanding and the record date used for the 65.45% participation rate.
- Review the upcoming 10-K filing for the fiscal year ending December 31, 2025, to obtain the financial metrics absent from this 8-K.