Proxy Results Form 8 K

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

BIO-key International, Inc. (the "Company") held its Annual Meeting of Stockholders (the "Annual Meeting") on Thursday August 22, 2024. All holders of record of the Company's common stock outstanding as of the close of business on July 1, 2024 were entitled to vote at the Annual Meeting. At the Annual Meeting, stockholders approved the proposals set forth below. Each of the proposals is more fully described in the Company's definitive proxy statement, which was filed with the Securities and Exchange Commission on July 10, 2024.

1. Proposal to elect the following nominees to serve as members of the Company's board of directors for a one-year term: Michael W. DePasquale, Wong Kwok Fong (Kelvin), Robert J. Michel, Emmanuel Alia, and Cameron E. Williams. Each of the nominees were elected and the final voting results were as follows:

2. Proposal to ratify the selection of Bush & Associates CPA LLC as the Company's independent registered public accounting firm for the year ending December 31, 2024. The proposal was approved, and the final voting results were as follows:

3. Proposal to approve, on a non-binding and advisory basis, the compensation paid to the Company's named executive officers. The proposal was approved, and the final voting results were as follows:

4. Proposal to approve, on a non-binding and advisory basis, the frequency of the advisory approval of the compensation paid to the Company's named executive officers. Submitting the compensation of the Company's named executive officers for approval each year received the most votes and the final voting results are set forth below. In light of the forgoing vote, the Company has decided to include a shareholder vote on the compensation of its named executive officers in its proxy materials each year until the next required vote on the frequency of shareholder votes on the compensation of the Company's named executive officers.