Stereotaxis, Inc. 8-K

What Happened
Stereotaxis, Inc. (STXS) filed an 8-K on May 15, 2026 reporting the results of its Annual Meeting of Stockholders. A quorum was present with 79,183,920 votes represented (about 65.34% of total voting power). The company elected three Class I directors to terms running until the 2029 Annual Meeting, ratified Ernst & Young LLP as its independent registered public accounting firm for fiscal year 2026, and approved, on a non-binding advisory basis, executive compensation ("say-on-pay").

Key Details

• Total outstanding voting power: 121,182,983 votes (97,477,538 common shares + 23,705,445 as-converted Series A votes). Approximately 65.34% (79,183,920 votes) voted at the meeting.
• Director election (determined by plurality):
  • David Benfer — For: 52,225,420; Against: 1,364,215; Abstain/Withheld: 13,228; Broker Non-Votes: 25,581,057.
  • Dr. Arun Menawat — For: 49,544,105; Against: 4,050,991; Abstain/Withheld: 7,767; Broker Non-Votes: 25,581,057.
  • Dr. Myriam Curet — For: 52,711,903; Against: 868,378; Abstain/Withheld: 22,582; Broker Non-Votes: 25,581,057.
• Auditor ratification (Proposal 2): For 79,036,638; Against 112,633; Abstain 34,649 — Ernst & Young LLP ratified for FY2026.
• Advisory vote on executive compensation (Proposal 3): For 52,143,334; Against 985,434; Abstain 474,095; Broker Non-Votes: 25,581,057 — approved on a non-binding basis.

Why It Matters
These results confirm the board composition for the next three years and formalize the company’s auditor for FY2026, both of which affect corporate governance and financial oversight. The approved non-binding say-on-pay indicates majority shareholder support for the company’s executive compensation policies, but it is advisory and not binding on the board. Investors tracking governance, audit oversight, or potential strategic direction may view these outcomes as signals of shareholder alignment with current management and board choices.