$BFRI·8-K

Biofrontera Inc. · Jun 17, 4:05 PM ET

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Biofrontera Inc. 8-K

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Biofrontera Inc. Reports Annual Meeting Vote Results

What Happened
Biofrontera Inc. (BFRI) filed an 8-K on June 17, 2026 reporting the outcomes of its Annual Meeting of Stockholders. Holders representing 11,630,133 votes were present (a quorum). Stockholders elected Beth J. Hoffman, Ph.D. and Kevin D. Weber as Class II directors (terms through the 2029 annual meeting), approved an amendment to increase the company’s 2021 Omnibus Incentive Plan share authorization, and ratified CBIZ CPAs P.C. as the independent registered public accounting firm for fiscal 2026.

Key Details

  • Quorum: 11,630,133 votes represented at the meeting.
  • Director elections: Beth J. Hoffman — For 8,089,416; Withheld 221,060; Broker Non‑Votes 3,319,657. Kevin D. Weber — For 8,203,433; Withheld 107,043; Broker Non‑Votes 3,319,657.
  • Stock‑plan amendment: Approved to increase authorized shares under the 2021 Omnibus Incentive Plan from 3,750,000 to 8,750,000. Vote: For 7,893,236; Against 241,359; Abstain 175,881; Broker Non‑Votes 3,319,657.
  • Auditor ratification: CBIZ CPAs P.C. ratified as auditor for fiscal year ending Dec. 31, 2026. Vote: For 10,905,016; Against 723,806; Abstain 1,311.

Why It Matters
The meeting results confirm board continuity through 2029 with the re-election of two Class II directors. The approved increase in shares available under the Omnibus Incentive Plan (from 3.75M to 8.75M) gives management more equity awards to use for compensation or retention—something investors should monitor because it can lead to dilution if grants are issued. Ratifying the auditor maintains audit continuity for fiscal 2026. The 8‑K does not report operating results or financial guidance.

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