Form: 8-K

Current report filing

October 21, 2021

 

 

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): October 15, 2021 

KNOW LABS, INC.

(Exact name of registrant as specified in its charter)

 

NV

 

000-30262

 

90-0273142

(State of other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

Identification No.)

 

500 Union Street, Suite 810

SeattleWA 98101

(Address of principal executive office)

 

(206) 903-1351

(Registrant’s telephone number, including area code)

 

____________________________________________________________

(Former name, former address and former fiscal year, 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 (see General Instruction 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))

 

Securities registered pursuant to Section 12(b) of the Act: None

 

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 8.01 Other Events.

 

Know Labs, Inc. (the “Company”), an emerging leader in non-invasive medical diagnostics, held its 2021 Annual Meeting of Stockholders on October 15, 2021. The results of the Annual Meeting are set forth below. Each of the matters considered at the meeting was described in detail in the definitive proxy statement on Schedule 14A that the Company filed with the Securities and Exchange Commission on September 1, 2021.

 

Proposal No. 1 - Elected five nominees to serve on the Board until the 2022 Annual Meeting of Stockholders as follows:

 

 

 

 

 

 

 

 Revised 10/18/21

 

Motion

 

Description

 

Vote

 

 Shares

 

1

 

Election of Directors

 

For

 

 

24,436,841

 

 

 

 

 

Against

 

 

-

 

 

 

 

 

Withheld

 

 

147,275

 

 

 

 

 

Non Vote

 

 

7,074,774

 

   

Proposal No. 2 - Approved an amendment to the Company’s Articles of Incorporation to increase the authorized shares of common stock from 100,000,000 to 200,000,000 shares as follows:

 

Motion

 

Description

 

Vote

 

Shares

 

2

 

Approval to Increase Authorized Common Stock to 200,000,000 shares

 

For

 

 

30,853,443

 

 

 

 

 

Against

 

 

690,760

 

 

 

 

 

Abstain

 

 

114,687

 

 

 

 

 

Non Vote

 

 

-

 

 

Proposal No. 3 - Approved and authorized that the Company’s current Bylaws, as amended to date, be amended, restated, and replaced in its entirety by the Second Amended and Restated Bylaws as follows:

 

Motion

 

Description

 

Vote

 

Shares

 

3

 

Approval of Second Amended and Restated Bylaws

 

For

 

 

24,072,248

 

 

 

 

 

Against

 

 

262,852

 

 

 

 

 

Abstain

 

 

138,858

 

 

 

 

 

Non Vote

 

 

7,074,774

 

 

Proposal No. 4 - Approved and adopted the 2021 Equity Incentive Plan, as described in the proxy statement that was sent out as follows:

 

Motion

 

Description

 

Vote

 

 Shares

 

4

 

Approval of the 2021 Equity Incentive Plan

 

For

 

 

24,001,687

 

 

 

 

 

Against

 

 

411,399

 

 

 

 

 

Abstain

 

 

171,030

 

 

 

 

 

Non Vote

 

 

7,074,774

 

 

Proposal No. 5 - Approved and ratified the appointment of BPM, LLP of Walnut Creek, CA as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2020 and 2021. as follows:

 

Motion

 

 

Description

 

Vote

 

Shares

 

5

 

Ratify Independent Registered Public Accountant

 

For

 

 

31,567,924

 

 

 

 

 

Against

 

 

5,342

 

 

 

 

 

Abstain

 

 

85,624

 

 

 

 

 

Non Vote

 

 

-

 

 

 

2

 

 

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.

 

 

Registrant: KNOW LABS, INC.

       
By: /s/ Ronald P. Erickson

 

 

Ronald P. Erickson  
    Chairman of the Board  

 

 

 

 

October 19, 2021      

 

 

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