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Published: 2023-06-30 16:00:11 ET
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mlss20230629_8k.htm
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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): June 28, 2023
 
Milestone Scientific Inc.
(Exact name of registrant as specified in its charter)
         
Delaware
(State or other jurisdiction
of incorporation)
  
001-14053
(Commission
File Number)
  
13-3545623
(IRS Employer
Identification No.)
     
425 Eagle Rock Ave, Suite 403
Roseland, NJ
(Address of principal executive offices)
  
07068
(Zip Code)
 
Registrant’s telephone number, including area code (973) 535-2717
 
(Former name or former address, if changed since last report.)
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
Trading Symbol(s)
Name on exchange on which registered
Common Stock
MLSS
NYSE American
 
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 (see General Instructions A.2. below):
 
☐ 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))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
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
 
The 2023 Annual Meeting of Stockholders (the “Annual Meeting”) of Milestone Scientific Inc. (the “Company”) was held on June 28, 2023. At the Annual Meeting, the Company’s stockholders:
 
 
●
Elected six incumbent directors to serve until the next annual meeting of the Company’s stockholders or until their respective successors have been duly elected and qualified;
 
●
Approved an amendment to the Company’s 2020 Equity Inventive Plan to increase the number of shares of Common Stock which may be issued from 4,000,000 to 11,500,000; and
 
●
Ratified the appointment of Marcum LLP as the Company’s independent auditors for the fiscal year ending December 31, 2023.
 
The number of votes cast for, against or withheld and the number of abstentions and broker non-votes with respect to each Proposal is set forth below.
 
Proposal 1
Election of Directors
  
Shares For
    
Shares Withheld
    
Broker Non-Votes
  
Neal Goldman
   15,252,970     2,984,008     17,037,071  
Leonard Osser
   14,957,157     3,279,821     17,037,071  
Benedetta I. Casamento
   15,136,752     3,100,226     17,037,071  
Michael McGeehan
   15,154,569     3,082,409     17,037,071  
Gian Domenico Trombetta
   14,991,975     3,245,003     17,037,071  
Arjan Haverhals
   15,122,302     3,114,676     17,037,071  
 
Proposal 2
  
Shares For
    
Shares Against
    
Shares
Abstaining
    
Broker Non-Votes
  
Approval of an amendment to the Company’s 2020 Equity Inventive Plan
   13,612,094     4,397,541     227,343     17,037,071  
 
Proposal 3
  
Shares For
    
Shares Against
    
Shares
Abstaining
    
Broker Non-Votes
  
Ratified the appointment of Marcum LLP as the Company’s independent auditors for the fiscal year ending December 31, 2023
   35,032,393     122,150     119,506     --  
 
 
 
 
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.
 
         
 
MILESTONE SCIENTIFIC INC.
 
  
Dated: June 30, 2023 
By:  
/s/ Arjan Haverhals
  
   
Arjan Haverhals
  
   
Chief Executive Officer