Nexalin Technology Reports 2026 Annual Meeting Vote Results

What Happened

• Nexalin Technology, Inc. (NXL) held its annual meeting on August 11, 2026. Of 22,011,302 common shares outstanding as of the July 6, 2026 record date, 13,912,110 shares (≈63.2%) were present or represented by proxy, establishing a quorum.
• Five director nominees were elected: Leslie Bernhard; Mark White; David Owens, M.D.; Alan Kazden; and Ben V. Hu, M.D. Stockholders approved the Company’s 2026 Equity Incentive Plan and a proposed amendment authorizing reverse stock splits (ratios between 1-for-2 and 1-for-100, aggregate not more than 1-for-250). Stockholders ratified CBIZ CPAS P.C. as the independent registered public accounting firm for 2026. Two charter amendments—authorization of 10 million preferred shares and an officer exculpation provision—were not approved.

Key Details

• Meeting participation: 13,912,110 shares voted, ~63.2% of 22,011,302 outstanding.
• Director vote totals (For / Withheld / Broker Non-Votes):
  • Leslie Bernhard: 8,705,295 / 432,207 / 4,774,608
  • Mark White: 8,840,686 / 296,816 / 4,774,608
  • David Owens, M.D.: 8,785,477 / 352,025 / 4,774,608
  • Alan Kazden: 8,790,402 / 347,100 / 4,774,608
  • Ben V. Hu, M.D.: 8,763,598 / 373,904 / 4,774,608
• Proposal vote highlights:
  • 2026 Equity Incentive Plan approved: For 8,248,630; Against 815,467; Abstain 73,405; Broker non-votes 4,774,608.
  • Reverse split amendment approved: For 12,458,652; Against 1,401,464; Abstain 51,994.
  • Preferred stock authorization (10M) not approved: For 7,863,517; Against 1,208,690; Abstain 65,295; Broker non-votes 4,774,608.
  • Officer exculpation amendment not approved: For 8,239,359; Against 772,759; Abstain 125,384; Broker non-votes 4,774,608.
  • Auditor ratification approved: For 13,362,297; Against 430,308; Abstain 119,505.

Why It Matters

• Governance: The elected directors will oversee company strategy; continuity or change in board composition can affect corporate direction.
• Capital structure and shareholder impact: Approval of the Equity Incentive Plan may enable additional equity awards (potential dilution). Approval of the reverse split amendment gives the board authority to combine shares within specified ratios (1-for-2 up to 1-for-100 per split, aggregate up to 1-for-250), which can affect share count and per-share metrics if implemented.
• Failed proposals: Rejection of the preferred stock authorization means the company will not immediately gain authority to issue the additional 10 million preferred shares; rejection of officer exculpation means no change to officer liability protections was adopted.
• Audit continuity: Ratification of CBIZ CPAS P.C. provides continuity in the company’s independent audit arrangement for 2026.