Business Context and Reporting Period
This Form 8-K Current Report from Duos Technologies Group, Inc. (DUOT) covers the 2025 Annual Meeting of Stockholders held on May 29, 2025. The record date for the meeting was April 4, 2025. The filing details the voting results for the election of directors and the ratification of the independent auditor.
Key Financial Metrics
The filing text does not provide revenue, profit, cash flow, margin, debt, or liquidity figures. This report focuses exclusively on corporate governance and voting outcomes.
Material Changes and Voting Results
The following matters were voted upon at the Annual Meeting:
- Shareholder Composition: As of the record date, the Company had 11,653,905 shares of Common Stock, 999 shares of Series D Convertible Preferred Stock, and 13,500 shares of Series E Convertible Preferred Stock outstanding.
- Quorum: A quorum was established with 7,798,558 shares of Common Stock, all Series D shares, and all Series E shares represented.
- Proposal 1 (Election of Directors): Four directors were elected for a one-year term. All nominees received significant support:
- Charles P. Ferry: 6,968,243 votes for, 43,205 withheld.
- Frank A. Lonegro: 7,002,253 votes for, 9,195 withheld.
- Ned Mavrommatis: 6,873,376 votes for, 138,072 withheld.
- James Craig Nixon: 6,963,566 votes for, 47,882 withheld.
- Proposal 2 (Ratification of Auditor): The appointment of Salberg & Company, P.A. as the independent certified public accounting firm for the fiscal year ending December 31, 2025, was approved.
- Votes For: 9,019,983
- Votes Against: 34,518
- Abstentions: 5,135
Guidance, Outlook, and Risks
The filing text does not contain management commentary, financial guidance, outlook, risk factors, or contingencies. It is a procedural report regarding the outcome of the annual shareholder meeting.
Investor Verification Checklist
- Verify the election of the four new directors (Ferry, Lonegro, Mavrommatis, Nixon) on the Company's official website or subsequent filings.
- Confirm the engagement of Salberg & Company, P.A. as the independent auditor for the fiscal year ending December 31, 2025.
- Review the Company's most recent 10-K or 10-Q for financial performance data, as this 8-K does not include financial metrics.
- Note the significant voting power of Series D and Series E Preferred Stock holders, which influenced the total vote counts.