Current Report Form 8 K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): September 6, 2024

Ault Disruptive Technologies Corporation

(Exact Name of Registrant as Specified in Charter)

Delaware		001-41171		86-2279256
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

11411 Southern Highlands Parkway, Suite 240, Las Vegas, Nevada89141

(Address of principal executive offices) (Zip Code)

(949)444-5464

(Registrant's telephone number, including area code)

N/A

(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 210.14d-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
Units, each consisting of one share of Common Stock, par value $0.001 per shareand three-fourths of one Redeemable Warrant to purchase one share of Common Stock		ADRTU		NYSEAmerican LLC
Common Stock, par value $0.001 per share		ADRT		NYSEAmerican LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR § 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR § 240.12b-2).

Emerging growth company x

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 September 6, 2024, Ault Disruptive Technologies Corporation (the "Company") held an Annual Meeting of Stockholders (the "Meeting"). As of the close of business on August 7, 2024, the record date for the Meeting, the Company had 2,942,180 shares of common stock, par value $0.001 per share ("Common Stock") issued and outstanding, which constituted all of the outstanding voting capital stock of the Company.

At the Meeting, the stockholders voted on two proposals, each of which is described in more detail in the Company's definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on August 8, 2024 (the "Proxy Statement"). At the Meeting, stockholders approved both proposals that were presented for a vote. The table below sets forth the number of votes cast for and against or withheld, and the number of abstentions or broker non-votes, for each matter voted upon by the Company's stockholders.

Proposal One: The re-election of the director named in the Proxy Statement, to the Company's board of directors, with such director serving as a Class II director to hold office for a term of three years or until his successor has been duly elected and qualified.

		For		Against		Abstain		Broker Non-Votes
Steve J. Smith		2,879,263		687		0		19,718

Proposal Two: The ratification of Marcum LLP, as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024.

For		Against		Abstain		Broker Non-Votes
2,895,922		3,746		0		0

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Exhibit Description
101		Pursuant to Rule 406 of Regulation S-T, the cover page is formatted in Inline XBRL (Inline eXtensible Business Reporting Language).
104		Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101).

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.

Dated: September 6, 2024	AULT DISRUPTIVE TECHNOLOGIES CORPORATION
	By:	/s/ Henry Nisser
	Name:	Henry Nisser
	Title:	President and General Counsel

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