Business Context and Reporting Period
This Form 8-K filing by Know Labs, Inc. (KNW) reports on the results of the Company's 2024 Annual Meeting of Stockholders held on September 26, 2024. Know Labs is described as an emerging leader in non-invasive medical diagnostics technology. The filing details shareholder voting outcomes on four key proposals.
Key Financial Metrics
This filing is a Current Report regarding corporate governance events and does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on the results of the Annual Meeting.
Material Changes and Voting Results
As of the record date (July 30, 2024), there were 86,368,897 shares of common stock outstanding. Proxies representing 56,964,556 shares (65.6% of eligible shares) were signed and delivered. The voting results were as follows:
- Proposal 1 (Election of Directors): Seven nominees were elected. The "For" vote received 35,837,461 shares, with 352,777 shares withheld and 20,774,318 broker non-votes.
- Proposal 2 (Ratification of Auditors): BPM, LLP was ratified as the independent registered public accounting firm for the fiscal year ending September 30, 2024. The "For" vote received 56,736,882 shares, with 191,296 shares against and 36,378 withheld.
- Proposal 3 (Authorization of Shares): Shareholders authorized the issuance of shares underlying convertible notes and warrants issued to Lind Global Fund II LP to comply with NYSE American Rule 713. The "For" vote received 34,315,368 shares, with 1,580,024 against and 294,846 withheld.
- Proposal 4 (Executive Compensation): A non-binding advisory vote approved the compensation of named executive officers. The "For" vote received 34,052,268 shares, with 1,434,125 against and 703,845 withheld.
Guidance, Outlook, and Risks
The filing does not provide financial guidance, management commentary on future outlook, or specific risk factors. It references a definitive proxy statement on Schedule 14A filed on August 5, 2024, for detailed descriptions of the matters considered.
Investor Verification Checklist
- Verify the terms of the Securities Purchase Agreement with Lind Global Fund II LP dated February 27, 2024, to understand the potential dilution from the authorized shares in Proposal 3.
- Review the Schedule 14A proxy statement filed on August 5, 2024, for detailed biographies of the elected directors and executive compensation specifics.
- Confirm the impact of the 20,774,318 broker non-votes on the quorum and voting thresholds for future proposals.
- Check subsequent filings for the Company's actual financial performance for the fiscal year ending September 30, 2024, as this 8-K contains no financial data.