Form 8-K 20/20 Biolabs, Inc. For: Aug 18
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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
Date
of Report (Date of earliest event reported): August 19, 2026 (
| (Exact name of registrant as specified in its charter) |
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
| (Address of principal executive offices) | (Zip Code) |
| (Registrant’s telephone number, including area code) |
| (Former name or former address, if changed since last report.) |
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) | |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| The |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging
Growth Company
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.
On August 18, 2026, 20/20 Biolabs, Inc. (the “Company”) held an annual meeting of stockholders of the Company (the “Annual Meeting”) via live webcast. Holders of shares of the Company’s common stock at the close of business on June 22, 2026 were entitled to vote at the Annual Meeting. As of such date, there were 12,251,198 shares of common stock outstanding and entitled to vote. A total of 4,256,837 shares of common stock were represented in person or by valid proxies at the Annual Meeting, constituting a quorum.
Stockholders voted on five proposals at the Annual Meeting. The proposals are described in detail in the Company’s definitive proxy statement, dated June 23, 2026, the relevant portions of which are incorporated herein by reference. The final results for the votes cast for each proposal are set forth below, except for proposal 3 (Charter Amendment). The Company did not receive sufficient votes with respect to proposal 3 at the Annual Meeting. Accordingly, in accordance with proposal 5, the Company adjourned the Annual Meeting with respect to proposal 3 until September 16, 2026 at 10:00 a.m. Eastern Time. All stockholders may attend the adjourned meeting by visiting the same webinar portal used for the Annual Meeting at https://edge.media-server.com/mmc/go/AIDX2026AGM.
Proposal 1: The Company’s stockholders elected six directors to the Board of Directors of the Company to serve until the next annual meeting of stockholders of the Company or until such directors shall resign, be removed or otherwise leave office. The votes regarding this proposal were as follows:
| Votes For | Votes Withheld | Broker Non-Votes | ||||||||||
| Jonathan Cohen | 2,733,310 | 89,806 | 1,433,721 | |||||||||
| John G. Compton, Ph.D. | 2,668,095 | 155,021 | 1,433,721 | |||||||||
| Richard M. Cohen | 2,647,263 | 175,853 | 1,433,721 | |||||||||
| Prasanth Reddy | 2,653,831 | 169,285 | 1,433,721 | |||||||||
| John W. Rollins | 2,652,712 | 170,404 | 1,433,721 | |||||||||
| Michael A. Ross, M.D. | 2,667,412 | 155,704 | 1,433,721 | |||||||||
Proposal 2: The Company’s stockholders ratified the appointment of dbbmckennon as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The votes regarding this proposal were as follows:
| Votes For | Votes Against | Abstentions | ||
| 4,105,584 | 132,421 | 18,832 |
Proposal 4: The Company’s stockholders approved the Company’s 2026 Equity Incentive Plan. The votes regarding this proposal were as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 2,183,335 | 573,931 | 65,850 | 1,433,721 |
Proposal 5: The Company’s stockholders approved the adjournment of the Annual Meeting to a later date if necessary to solicit additional proxies if there are not sufficient votes to approve any of the foregoing proposals at the time of the Annual Meeting, or any adjournment or postponement thereof. The votes regarding this proposal were as follows:
| Votes For | Votes Against | Abstentions | ||
| 3,037,106 | 1,132,166 | 87,565 |
1
SIGNATURES
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.
| Date: August 19, 2026 | 20/20 BIOLABS, INC. | |
| /s/ Jonathan Cohen | ||
| Name: | Jonathan Cohen | |
| Title: | Chief Executive Officer | |
2
ATTACHMENTS / EXHIBITS
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