UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
Xtant Medical Holdings, Inc. (the “Company”) held its 2024 annual meeting of stockholders (the “Annual Meeting”) on July 23, 2024. As of the close of business on May 28, 2024, the record date for the Annual Meeting, there were 130,268,590 shares of the Company’s common stock, par value $0.000001 per share (the “Common Stock”), outstanding and entitled to vote at the Annual Meeting. Each share of Common Stock was entitled to one vote. Stockholders holding an aggregate of 105,850,527 shares of Common Stock entitled to vote at the Annual Meeting, representing 81.25% of the outstanding shares of Common Stock as of the record date, and which constituted a quorum thereof, were present in person or represented by proxy at the Annual Meeting.
At the Annual Meeting, the Company’s stockholders considered three proposals, each of which is described in more detail in the Company’s definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on June 10, 2024 (the “2024 Proxy Statement”).
The final results of such stockholder voting on each proposal brought before the Annual Meeting are set forth below:
| Proposal One - | The six nominees proposed by the Company’s Board of Directors were elected to serve as directors until the next annual meeting of stockholders and until their respective successors have been duly elected and qualified by the following final voting results: |
| Votes For | Votes Withheld | Broker Non-Votes | ||||||||||
| John Bakewell | 90,718,742 | 1,754,613 | 13,377,172 | |||||||||
| Jonn Beeson | 90,660,062 | 1,813,293 | 13,377,172 | |||||||||
| Sean E. Browne | 92,381,243 | 92,112 | 13,377,172 | |||||||||
| Robert McNamara | 91,087,319 | 1,386,036 | 13,377,172 | |||||||||
| Lori Mitchell-Keller | 91,087,511 | 1,385,844 | 13,377,172 | |||||||||
| Stavros Vizirgianakis | 92,076,268 | 397,087 | 13,377,172 | |||||||||
| Proposal Two - | The Company’s stockholders ratified the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024 by the following final voting results: |
| Votes For | Votes Against | Votes Abstained | Broker Non-Votes | |||||||||||
| 105,696,806 | 15,794 | 137,927 | 0 | |||||||||||
| Proposal Three - | The Company’s stockholders approved, on an advisory basis, the compensation of the Company’s executive officers named in the 2024 Proxy Statement by the following final voting results: |
| Votes For | Votes Against | Votes Abstained | Broker Non-Votes | |||||||||||
| 90,807,497 | 1,388,264 | 277,594 | 13,377,172 | |||||||||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| XTANT MEDICAL HOLDINGS, INC. | ||
| By: | /s/ Scott Neils | |
| Scott Neils | ||
| Chief Financial Officer | ||
Date: July 24, 2024
Cover |
Jul. 23, 2024 |
|---|---|
| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Jul. 23, 2024 |
| Entity File Number | 001-34951 |
| Entity Registrant Name | XTANT MEDICAL HOLDINGS, INC. |
| Entity Central Index Key | 0001453593 |
| Entity Tax Identification Number | 20-5313323 |
| Entity Incorporation, State or Country Code | DE |
| Entity Address, Address Line One | 664 Cruiser Lane |
| Entity Address, City or Town | Belgrade |
| Entity Address, State or Province | MT |
| Entity Address, Postal Zip Code | 59714 |
| City Area Code | (406) |
| Local Phone Number | 388-0480 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Common stock, par value $0.000001 per share |
| Trading Symbol | XTNT |
| Security Exchange Name | NYSEAMER |
| Entity Emerging Growth Company | false |