OneMedNet Corp Approves Stock Plan Increase; Reverse Split Authorized

What Happened

• OneMedNet Corporation (OTC: ONMDW) filed an 8-K on Sept. 23, 2026 reporting results of its virtual 2026 Annual Meeting held Sept. 18, 2026. Stockholders approved an amendment and restatement of the OneMedNet Amended and Restated 2022 Equity Incentive Plan to add 1,000,000 authorized shares, effective immediately upon approval.
• At the meeting, stockholders also re-elected three Class III directors, ratified WithumSmith+Brown, PC as the company’s independent registered public accounting firm for 2026, and approved an amendment to authorize the Board to effect a reverse stock split of common stock at a ratio between 1-for-5 and 1-for-20.

Key Details

• Meeting turnout: 41,841,452 votes represented (70.57% of votes entitled), establishing a quorum.
• Equity plan vote (Proposal 3): For 34,528,269; Against 1,868,479; Abstentions 95,735; Broker non-votes 5,348,969. The plan increase (1,000,000 shares) became effective immediately.
• Reverse split authorization (Proposal 4): For 41,068,200; Against 739,329; Abstentions 33,923. The Board may choose any whole-number ratio from 1-for-5 to 1-for-20.
• Director elections (Proposal 1): Dr. Kenneth Alleyne — For 36,342,215; Withheld 150,268; Sherry C. McCraw — For 36,343,428; Withheld 149,055; Dr. Jeffrey Yu — For 36,308,073; Withheld 184,410.
• Auditor ratification (Proposal 2): WithumSmith+Brown, PC ratified — For 41,660,426; Against 138,717; Abstentions 42,309.

Why It Matters

• The 1,000,000-share increase to the equity incentive plan expands the shares available for employee, director and consultant awards, which can affect future share-based compensation and potential dilution.
• The reverse split authorization gives the Board flexibility to consolidate shares (1-for-5 up to 1-for-20) if it chooses; such a move would reduce the number of outstanding shares and typically increase the per-share price, but does not change the company’s market value by itself.
• Re-election of directors and auditor ratification are governance items that maintain board continuity and the company’s financial reporting arrangements.