UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 ORor 15(d) ~~of The Securities Exchange Act of 1934~~

~~Date~~ of ~~Report~~the ~~(Date~~Securities ofExchange ~~earliest~~Act ~~event~~of ~~reported): December 12, 2025 (December 10, 2025)~~1934

Date of Report (Date of earliest event reported): March 4, 2026

Dominari Holdings Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-41845	52-0849320
(State or other Jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

725 5th Avenue, 22^nd Floor

New York, NY 10022

(Address of principal executive offices) (Zip Code)

(212) 393-4540

~~Registrant’s~~(Address and telephone number, including area code , of registrant’s principal executive offices)

Not Applicable

(Former name or former address, if changed since ~~last~~ last report.)

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

☐ Written communications 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))

☐ 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~~symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.0001 per share		DOMH		The Nasdaq Capital Market

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

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 ~~December~~March 104, ~~2025~~2026, at the ~~annual~~ special meeting of stockholders (the “~~Annual~~Special Meeting”) of the Company, of the Company’s (i) 1516,~~998~~222,~~027~~435 shares of common stock, each having one vote per share of common stock, (ii) 3,825 shares of Series D Convertible Preferred Stock, each having 0.007285 ~~votes~~ votes per share of Series D Convertible Preferred Stock, and (iii) 834 shares of Series D-1 Convertible Preferred Stock, each having 0.007285 votes per share of Series D-1 Convertible Preferred Stock, issued and outstanding and eligible to vote as of the record date of ~~October~~January 1322, ~~2025~~2026, a quorum of 7,~~349~~019,~~686~~711 voting shares, or approximately 4543.9427% of the eligible shares of voting stock entitled to vote at the ~~Annual~~ Special Meeting, was present or represented by proxy. Each of the matters set forth below is described in detail in the proxy statement (the “Proxy Statement”) filed with the Securities and Exchange Commission on ~~November~~February 106, ~~2025~~2026. The following actions were taken at the ~~Annual~~ Special Meeting:

Proposal No. 1: ~~Election~~The of2022 ~~Class~~Equity IIIncentive ~~Directors~~Plan Amendment Proposal

The first proposal was ~~the~~to approve ~~election~~amendments to (1) Section 4(a) of ~~one~~the Dominari Holdings Inc. (1f/k/a Akido Pharma, Inc.) ~~Class~~2022 IIEquity ~~director~~Incentive Plan (the “2022 Plan”) to ~~serve~~(1) increase the number of shares of common stock reserved for aissuance ~~three-year~~with ~~term~~respect ~~that~~to ~~expires~~awards atgranted under the ~~2028~~2022 ~~annual~~Plan ~~meeting~~by 10,000,000 shares of ~~stockholders~~common stock from 11,720,750 shares of common stock to 21,720,750 shares of common stock and ~~until~~ (2) Section 4(b) of the ~~election~~2022 ~~and~~Plan to ~~qualification~~clarify the calculation of ~~their~~the ~~respective~~annual ~~successors~~increase in ~~office,~~shares ~~subject~~of common stock reserved for issuance under the 2022 Plan to ~~their~~provide ~~earlier~~that commencing ~~death~~on January 1, ~~resignation~~2027 and continuing until January 1, or2032, ~~removal~~the number of shares reserved for issuance under the 2022 Plan shall automatically increase each January 1st, by a number of shares equal to the lesser of (i) 20% of the total number of shares of common stock issued and outstanding on the immediately preceding December 31st and (ii) such smaller number of shares of common stock as determined by the board of directors. The vote on the proposal was as follows:

Name of Nominee	FOR	WITHHELD	BROKER NON-VOTE
FOR	AGAINST	ABSTAIN
Anthony Hayes	4,902,235	167,155	2,280,296
6,380,149	631,857	7,705

~~The~~Proposal ~~nominee~~No. 1 was ~~elected~~approved by a majority of the votes cast.

Proposal No. 2: ~~Ratification~~The ofAdjournment ~~the Appointment of Independent Registered Public Accounting Firm~~Proposal

The second proposal was ~~the~~to approve ~~ratification~~the adjournment of the ~~appointment~~Special ofMeeting ~~CBIZ~~to ~~CPAs~~a ~~P.C.~~later asdate ~~the~~or ~~Company’s~~dates, ~~independent~~if ~~registered~~necessary, ~~public~~to ~~accounting~~permit ~~firm~~further ~~for~~solicitation ~~the~~and ~~year~~vote ~~ending~~of proxies in the ~~December~~event ~~31,~~that ~~2025~~there are insufficient votes to approve the foregoing proposal. The vote on the proposal was as follows:

FOR	AGAINST	ABSTAIN
6,626,234	643,461	79,991
6,395,283	603,973	20,455

Proposal No. 2 was approved by a majority of the votes cast.

Proposal 3: Approval of Increase in Reserved Shares of Common Stock Under the Company’s 2022 Equity Incentive Plan

The third proposal was the approval of an amendment to Section 4(a) of the Company’s 2022 Equity Incentive Plan (the “2022 Plan”) to increase the number of shares of common stock reserved for issuance with respect to awards granted under the 2022 Plan from 11,404,404 shares of common stock to 11,720,750 shares of common stock. The vote on the proposal was as follows:

FOR		AGAINST		ABSTAIN		BROKER NON-VOTE
4,618,923		434,746		15,721		2,280,296

Proposal 3 was approved by a majority of the votes cast.

Proposal 4: Approval of the Potential Issuance of Shares of Common Stock in excess of 19.99% of the Company’s Outstanding Common Stock or Voting Power

The fourth proposal was the approval of, for purposes of complying with Nasdaq Listing Rule 5635(d), the potential issuance of shares of common stock (or securities exercisable for shares of common stock), in one or more non-public financing transactions, in an aggregate amount exceeding 19.99% of the Company’s outstanding common stock or voting power, at a price that may be below the Minimum Price (as defined in the Nasdaq rules) pursuant to the issuance of shares of common stock (or securities exercisable for common stock) pursuant to those certain Advisory Agreements, as amended, with the Company’s Board of Advisors. The vote on the proposal was as follows:

FOR		AGAINST		ABSTAIN		BROKER NON-VOTE
4,647,510		407,751		14,129		2,280,296

Proposal 4 was approved by a majority of the votes cast.

Proposal 5: Approval of Renewal of the Rights Agreement

The fifth proposal was the approval of the renewal of the Rights Agreement, dated as of October 11, 2023, by and between the Company and Continental Stock Transfer & Trust Company and extend the rights granted under Section 7(a) of the Rights Agreement through October 11, 2026. The vote on the proposal was as follows:

FOR		AGAINST		ABSTAIN		BROKER NON-VOTE
4,920,813		128,737		19,840		2,280,296

Proposal 5 was approved by a majority of the votes cast.

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.

Dated: ~~December~~March 125, ~~2025~~2026

DOMINARI HOLDINGS INC.

By:	/s/ Anthony Hayes
Name:	Anthony Hayes
Title:	Chief Executive Officer

Filing Compare · Dominari Holdings Inc.