8-KFiled Aug 25, 8:00 PM ET

VSee Health Holds 2026 Annual Meeting; Approves Reverse Stock Split Authority

$VSEE · VSEE HEALTH, INC.

Research Summary

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VSee Health Holds 2026 Annual Meeting; Approves Reverse Stock Split Authority

What Happened

  • VSee Health, Inc. (VSEE) filed an 8-K reporting results of its annual meeting held August 25, 2026 (record date July 6, 2026). Stockholders elected Kevin Lowdermilk and Colin O’Sullivan to the board (terms through the 2029 annual meeting), ratified WWC, P.C. as the company’s independent registered public accounting firm for fiscal 2026, and approved giving the board discretionary authority to effect one or more reverse stock splits at ratios between 1-for-20 and 1-for-80 (not to exceed an aggregate of 1-for-80), to be completed no later than two years after the record date. Holders of 28,208,699 shares were present in person or by proxy, representing 50.65% of shares entitled to vote (quorum).

Key Details

  • Shares outstanding (as of the July 6, 2026 record date): 55,679,813 common shares (55,679,813 votes) and 121.698 preferred shares (12,169.8 votes).
  • Director election votes: Kevin Lowdermilk — For 18,300,518; Against 1,108,736; Abstain 25,119; Broker non-votes 8,774,326. Colin O’Sullivan — For 18,324,565; Against 1,090,558; Abstain 19,250; Broker non-votes 8,774,326.
  • Auditor ratification: WWC, P.C. — For 27,539,111; Against 662,101; Abstain 7,487.
  • Reverse split authorization: For 26,433,405; Against 1,748,270; Abstain 27,024. Adjournment vote (to permit further solicitation if needed): For 24,507,566; Against 3,648,049; Abstain 53,084.

Why It Matters

  • The vote gives the board the legal authority to reduce the number of outstanding shares through a reverse stock split (between 1-for-20 and 1-for-80), which, if executed, would combine shares and increase the per-share basis; the company has two years from the record date to act.
  • Ratification of WWC, P.C. confirms the company’s auditor for fiscal 2026.
  • Election of the two directors sets board composition through 2029.
  • The adjournment approval preserves the company’s ability to seek additional votes if needed to carry any proposal. Investors should monitor future filings for any enacted reverse split or other material actions.