Submission of Matters to a Vote of Security Holders Form 8 K

Item 5.07

Submission of Matters to a Vote of Security Holders.

On June 26, 2024, Kiromic BioPharma, Inc. (the "Company") held its 2024 Annual Meeting of Stockholders (the "Meeting"). As of May 15, 2024, the record date for the Meeting, there were 1,927,784 shares of the Company's common stock and common stock equivalents outstanding. A total of 1,296,778 shares of common stock and common stock equivalents, constituting a quorum, were represented in person or by valid proxies at the Meeting. The proposals for the Meeting are described in detail in the Company's Definitive Proxy Statement, filed with the Securities and Exchange Commission on May 17, 2024. The voting results detailed below represent the final results as certified by the Inspector of Elections for the Meeting.

1.Proposal 1. The Company's stockholders elected the four (4) persons named herein as nominees for directors of the Company, to hold office until the next annual meeting of stockholders and until their respective successors have been duly elected and qualified. The voting results are as follows:

Name		Votes For		Withhold		Broker Non-Vote
Pietro Bersani	​	919,955	​	42,809	​	334,014
Michael Caitlin	​	909,789	​	52,975	​	334,014
Michael Nagel	​	909,615	​	53,149	​	334,014
Pam Misajon	​	920,533	​	42,231	​	334,014

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2.Proposal 2. The Company's stockholders ratified the appointment of Whitley Penn LLP as the Company's independent auditors for the fiscal year ending December 31, 2024. The voting results are as follows:

Votes For		Votes Against		Votes Abstained
1,289,052	​	7,658	​	68

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3.Proposal 3. The Company's stockholders approved, in accordance with Nasdaq Marketplace Rules 5635(b) and 5635(d), the issuance of the Company's common stock to the holder of the Series C Convertible Preferred Stock (the "Series C Stock"), the Series D Convertible Preferred Stock (the "Series D Stock") and the 25% Senior Secured Convertible Promissory Notes (the "Senior Secured Notes") in excess of the share cap of the Series C Stock, the Series D Stock and the Senior Secured Notes. The voting results are as follows:

Votes For		Votes Against		Votes Abstained		Broker Non-Vote
896,286	​	57,387	​	9,091	​	334,014

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4.Proposal 4. The Company's stockholders approved granting discretionary authority to the Company's board of directors to (i) amend the Company's certificate of incorporation to combine outstanding shares of the Company's common stock into a lesser number of outstanding shares, or a "reverse stock split," at a specific ratio within a range of one-for-two (1-for-2) to a maximum of a one-for-ten (1-for-10) split, with the exact ratio to be determined by the Company's board of directors in its sole discretion; and (ii) effect the reverse stock split, if at all, within one year of the date the proposal is approved by stockholders. The voting results are as follows:

Votes For		Votes Against		Votes Abstained
1,219,771	​	70,444	​	6,563

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