$AMZE·8-K

AMAZE HOLDINGS, INC. · Jun 17, 9:00 AM ET

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AMAZE HOLDINGS, INC. 8-K

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Amaze Holdings, Inc. Reports 2026 Annual Meeting Vote Results

What Happened

  • Amaze Holdings, Inc. (AMZE) filed an 8-K reporting the results of its June 12, 2026 Annual Stockholders’ Meeting. All seven director nominees were elected: Aaron Day (8,227,168 votes for), Peter Deutschman (8,255,386), Eric Doan (8,074,498), Amrapali Gan (8,224,175), Sandra Hawkins (8,214,430), Michael Pruitt (8,277,123) and David Yacullo (8,184,275). There were 45,080,467 shares outstanding as of the record date and 22,697,489 shares were voted at the meeting.
  • Stockholders approved several other proposals, including ratification of Wipfli LLP as the independent registered public accounting firm and approval of the 2026 Equity Incentive Plan and an amendment to increase authorized common shares.

Key Details

  • Director elections: All seven nominees elected to serve until the 2027 annual meeting (vote totals listed above).
  • Auditor ratification (Proposal 2): Wipfli LLP ratified — 22,356,720 for, 313,485 against, 27,284 withheld.
  • 2026 Equity Incentive Plan (Proposal 3): Approved — 7,423,436 for; 1,202,736 against; 29,046 withheld; 14,042,271 broker non-votes.
  • Conversion/exchange cap approval (Proposal 4): Approved to permit issuance on conversion of certain notes beyond the 19.9% cap — 7,635,482 for; 1,000,055 against; 19,681 withheld; 14,042,271 broker non-votes.
  • Increase in authorized common stock (Proposal 5): Approved to raise authorized shares from 100,000,000 to 750,000,000 — 17,888,766 for; 4,609,327 against; 199,396 withheld.
  • Executive compensation advisory (Proposal 6): Non-binding approval — 7,552,406 for; 1,077,617 against; 25,195 withheld; 14,042,271 broker non-votes.
  • Say-on-frequency (Proposal 7): Stockholders selected a three-year advisory frequency — 3,638,654 for (three years), 3,398,798 for (one year), 183,704 for (two years); 1,434,062 abstained.
  • Exhibit filed: 2026 Equity Incentive Plan included as Exhibit 10.1.

Why It Matters

  • The board continuity and auditor ratification provide governance and audit stability going forward.
  • Approval of the 2026 Equity Incentive Plan and the vote permitting issuance above the 19.9% cap enable the company to grant equity and allow certain convertible-note conversions that could dilute existing shareholders; investors should note the large number of broker non-votes on those items (14,042,271), which affected voting thresholds.
  • The authorized share increase (100M to 750M) materially raises the company’s available shares for issuance, which can be used for equity compensation, financings or conversions and may affect future dilution; shareholders should review subsequent filings for how the company plans to use the additional shares.

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