$AWHL·8-K

Aspira Women's Health Inc. · Jun 17, 4:28 PM ET

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Aspira Women's Health Inc. 8-K

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Aspira Women's Health Reports 2026 Annual Meeting Voting Results

What Happened

  • Aspira Women’s Health Inc. held its 2026 annual meeting on June 17, 2026 and filed an 8-K reporting the voting results. As of the record date there were 43,500,411 shares outstanding and 27,144,522 shares (62.40%) were present in person or by proxy, constituting a quorum.
  • All six director nominees were elected to one‑year terms: Ellen Beausang (5,989,004 for), Jeffrey Cohen, M.D. (5,990,548 for), John Fraser (6,278,119 for), Cynthia Hundorfean (5,991,040 for), Winfred Parnell, M.D. (5,989,187 for), and Jane Pine Wood (5,983,931 for). Many shares did not vote on these director elections as broker non‑votes totaled 16,569,699.
  • Stockholders approved the advisory vote on executive compensation (say‑on‑pay) and approved an amendment to the 2019 Stock Incentive Plan to increase authorized shares by 5,000,000 (bringing the total authorized under the plan to 9,532,818). Stockholders also ratified BDO USA, P.C. as the company’s independent registered public accounting firm for 2026.

Key Details

  • Shares outstanding (record date): 43,500,411; shares present/voting: 27,144,522 (62.40%).
  • Director elections: all six nominees elected; typical "for" votes ~5.98–6.28 million each; broker non‑votes = 16,569,699.
  • Say‑on‑pay (advisory): 5,568,783 for; 505,829 against; 276,305 abstentions; broker non‑votes = 16,569,699.
  • 2019 Stock Incentive Plan amendment: approved to add 5,000,000 shares, increasing total authorized to 9,532,818.
  • Auditor ratification: BDO USA, P.C. ratified with 22,810,174 votes for.

Why It Matters

  • Governance: The re‑election of all six nominees keeps the current board intact for another year, providing continuity in oversight and strategy.
  • Compensation and equity plan: Shareholder approval of the advisory pay vote signals majority support for executive compensation as disclosed; the approved increase to the stock incentive plan authorizes additional shares for equity awards, which can be used for hiring and retention but may dilute existing shareholders over time.
  • Auditor continuity: Ratification of BDO USA, P.C. ensures the company’s independent auditor for 2026 is confirmed.

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