Myomo Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.
As further described below in Item 5.07 to this Current Report on Form 8-K, on June 25, 2026, at the Annual Meeting of Stockholders (the “Annual Meeting”) of Myomo, Inc. (the “Company”), the stockholders of the Company approved an amendment to the Myomo 2018 Stock Option and Incentive Plan (the “Plan”), to increase the number of shares available under the Plan by 1,833,000 shares. A description of the amendment to the Plan is set forth in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on May 14, 2026 (the “Proxy Statement”).
The amendment to the Plan was previously approved, subject to stockholder approval, by the board of directors of the Company. The foregoing description of the amendment to the Plan does not purport to be complete and is qualified in its entirety by reference to the full text of the amendment to the Plan, a copy of which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
As further described below in Item 5.07 to this Current Report on Form 8-K, at the Annual Meeting, the stockholders of the Company approved an amendment to the Company’s Eighth Amended and Restated Certificate of Incorporation, as amended (the “Charter Amendment”), to increase the Company’s authorized number of shares of common stock to 100,000,000 shares. The Charter Amendment was previously approved by the board of directors of the Company, subject to approval by the Company’s stockholders.
On June 25, 2026, the Company filed the Charter Amendment with the Secretary of State of the State of Delaware and the Charter Amendment became effective upon filing.
The foregoing description of the Charter Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Charter Amendment, a copy of which is filed as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The Company held its Annual Meeting on June 25, 2026. As of April 29, 2026, the record date for the Annual Meeting, there were 38,638,669 shares of the Company’s common stock outstanding and entitled to vote at the Annual Meeting. The Company’s stockholders voted on the following matters, which are described in detail in the Proxy Statement:
Nominee |
For |
Withhold |
Broker Non-Votes |
Paul R. Gudonis |
15,145,277 |
284,480 |
8,531,558 |
Thomas F. Kirk |
14,333,271 |
1,096,486 |
8,531,558 |
For |
Against |
Abstain |
Broker Non-Votes |
13,715,583 |
696,112 |
1,018,062 |
8,531,558 |
For |
Against |
Abstain |
Broker Non-Votes |
23,266,272 |
279,327 |
415,716 |
- |
For |
Against |
Abstain |
Broker Non-Votes |
10,815,266 |
3,676,078 |
938,413 |
8,531,558 |
For |
Against |
Abstain |
Broker Non-Votes |
20,723,545 |
3,090,849 |
146,921 |
- |
For |
Against |
Abstain |
Broker Non-Votes |
13,225,897 |
2,029,855 |
174,005 |
8,531,558 |
For |
Against |
Abstain |
Broker Non-Votes |
19,971,050 |
3,617,136 |
373,129 |
- |
No other matters were submitted to or voted on by the Company’s stockholders at the Annual Meeting.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:
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Exhibit |
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Description |
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3.1 |
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Third Certificate of Amendment to the Eighth Amended and Restated Certificate of Incorporation, as amended, of Myomo, Inc., filed with the Secretary of the State of Delaware on June 25, 2026. |
10.1 |
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Amendment No. 3 to the Myomo 2018 Stock Option and Incentive Plan. |
104 |
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The cover page from the Company’s Form 8-K dated June 25, 2026, formatted in Inline XBRL
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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.
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Myomo, Inc. |
Date: June 26, 2026 |
By: /s/ David A. Henry |