KORU Medical Systems, Inc. 8-K

What Happened
KORU Medical Systems, Inc. (KRMD) filed an 8-K reporting the voting results from its 2026 Annual Meeting of Shareholders held May 19, 2026. A total of 36,678,784 shares were voted. All seven director nominees were elected (R. John Fletcher; Robert A. Cascella; Donna French; Joseph M. Manko, Jr.; Shahriar Matin; Linda Tharby; Edward Wholihan). Shareholders approved an amendment to the 2024 Omnibus Equity Incentive Plan to increase the number of available shares, gave advisory approval of executive compensation (say-on-pay), voted to hold future say-on-pay votes annually, and ratified Cherry Bekaert LLP as the company’s independent registered public accountants for fiscal 2026.

Key Details

• Total shares voted at the meeting: 36,678,784; Broker non-votes: 10,820,650.
• Directors elected (vote example ranges): each nominee received roughly 25.2M–25.8M votes in favor; opposition votes were generally in the low hundreds of thousands or less.
• 2024 Omnibus Equity Incentive Plan amendment: Approved — For 25,018,973; Against 826,145; Abstain 13,016.
• Advisory executive pay vote (say-on-pay): Approved — For 25,723,379; Against 91,649; Abstain 43,106.
• Frequency of future say-on-pay votes: Annual preferred — 1 year: 24,865,692; 3 years: 916,055; 2 years: 61,741.
• Auditor ratification: Cherry Bekaert LLP ratified — For 36,500,510; Against 19,629; Abstain 158,645.

Why It Matters
These outcomes confirm the company’s board slate and governance direction approved by shareholders. Approval to increase shares under the 2024 equity plan allows the company to issue more equity awards (potentially dilutive), so investors should review the amendment details in the company’s filings to understand the scope and potential impact on share count. The advisory approval of executive compensation and the annual say-on-pay vote indicate shareholder support for pay policies; ratification of Cherry Bekaert LLP means the same auditor will serve for fiscal 2026.