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    LifeMD Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders

    6/16/25 4:43:54 PM ET
    $LFMD
    Medical/Nursing Services
    Health Care
    Get the next $LFMD alert in real time by email
    false 0000948320 0000948320 2025-06-13 2025-06-13 0000948320 LFMD:CommonStockParValue0.01PerShareMember 2025-06-13 2025-06-13 0000948320 LFMD:Sec8.875SeriesCumulativePerpetualPreferredStockParValue0.0001PerShareMember 2025-06-13 2025-06-13 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

     

     

    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 and Exchange Act of 1934

     

    Date of Report (Date of earliest event reported): June 13, 2025

     

    LIFEMD, INC.

    (Exact name of Registrant as specified in its charter)

     

    Delaware   001-39785   76-0238453

    (State or other jurisdiction

    of incorporation)

     

    (Commission

    File Number)

     

    (IRS Employer

    Identification No.)

     

    236 Fifth Avenue, Suite 400

    New York, NY 10001

    (Address of principal executive offices, including zip code)

     

    (866) 351-5907

    (Registrant’s telephone number, including area code)

     

    Check the appropriate box below if the 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

     

    ☐ Written communication 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:

     

    Title of each class   Trading Symbol(s)   Name of each exchange on which registered
    Common Stock, par value $0.01 per share   LFMD   The Nasdaq Global Market
    8.875% Series A Cumulative Perpetual Preferred Stock, par value $0.0001 per share   LFMDP   The Nasdaq Global Market

     

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

     

    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.

     

    On June 13, 2025, LifeMD, Inc. (the “Company”) held an annual meeting of stockholders (the “Annual Meeting”). A majority in interest of all stock issued, outstanding and entitled to vote at the Annual Meeting were present in person or by proxy, thereby constituting a quorum.

     

    The matters voted upon and approved by the Company’s stockholders were:

     

    (1)The election of seven directors to serve until the next annual meeting of stockholders and until their respective successors shall have been duly elected and qualified (“Proposal 1”); and

     

    (2)The ratification of the selection of CBIZ CPAs, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025 (“Proposal 2”).

     

    The following is a summary of the voting results for each matter presented to the stockholders:

     

    Proposal 1:

     

    Director’s Name  Votes For   Votes Withheld   Broker Non-Votes 
    Justin Schreiber   21,567,314    487,174    9,704,772 
    Dr. Joseph V. DiTrolio, M.D.   20,912,917    1,141,571    9,704,772 
    Roberto Simon   16,814,158    5,240,330    9,704,772 
    John R. Strawn, Jr.   16,887,406    5,167,082    9,704,772 
    Dr. Joan LaRovere, M.D.   17,722,110    4,332,378    9,704,772 
    William Febbo   21,327,822    726,816    9,704,772 
    Dr. Calum MacRae, M.D., Ph.D.   21,557,019    496,494    9,704,772 

     

    Proposal 2:

     

    Votes For   Votes Against   Votes Abstained 
     31,541,717    38,368    179,175 

     

    All Proposals were approved.

     

     

     

     

    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.

     

        LIFEMD, INC.
           
    Dated: June 16, 2025 By: /s/ Eric Yecies
          Eric Yecies
          Chief Legal Officer and General Counsel

     

     

     

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