DatChat Inc.

12/13/2024 | Press release | Distributed by Public on 12/13/2024 15:31

Proxy Results Form 8 K

Item 5.07 Submission of Matters to a Vote of Security Holders.

On December 13, 2024, DatChat, Inc. (the "Company") held its 2024 annual meeting of shareholders (the "Annual Meeting") for the purpose of holding a shareholder vote on Proposals 1, 2 and 3 set forth below. A total of 1,266,662 shares of the Company's common stock constituting a quorum, were represented in person or by valid proxies at the Annual Meeting.

At the Annual Meeting, the Company's shareholders (i) re-elected each ofDarin Myman, Peter Shelus, Carly Luogameno, Joseph Nelson and Wayne Linsley as members of the Company's board of directors to serve until the next annual meeting of shareholders or until their respective successors have been duly elected and qualified, or until such director's earlier resignation, removal or death; (ii) ratified the appointment ofSalberg & Company, P.A. ("Salberg") as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024; and (iii) approved an amendment to the DatChat, Inc. Amended and Restated 2021 Omnibus Equity Incentive Plan (the "2021 Plan") to increase the number of shares of common stock reserved for issuance thereunder to 600,000 shares from 300,000 shares (the "Plan Amendment").

The final results for each of the matters submitted to a vote of shareholders at the Annual Meeting, as set forth in the Company's Definitive Proxy Statement, filed with the Securities and Exchange Commission on October 25, 2024, are as follows:

Proposal 1. At the Annual Meeting, the terms of all current members of the Company's board of directors expired. All of the five nominees for director were elected to serve until the next annual meeting of shareholders or until their respective successors have been duly elected and qualified, or until such director's earlier resignation, removal or death. The result of the votes to elect the five directors were as follows:

Nominee For Withheld Broker Non-Votes
Darin Myman 509,790 23,035 733,837
Peter Shelus 506,697 26,128 733,837
Carly Luogameno 462,524 70,301 733,837
Joseph Nelson 462,809 70,016 733,837
Wayne Linsley 443,786 89,039 733,837

Proposal 2. At the Annual Meeting, the shareholders approved the ratification of the appointment of Salberg as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024. The result of the votes to approve Salberg was as follows:

For Against Abstentions
1,237,711 22,527 6,424

Proposal 3. At the Annual Meeting, the shareholders approved an amendment to the 2021 Plan to increase the number of shares of common stock reserved for issuance thereunder to 600,000 shares from 300,000 shares. The result of the votes to approve the Plan Amendment was as follows:

For Against Abstentions Broker Non-Votes
486,252 43,115 3,458 733,837