Form 8-K - Current report

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

 

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): July 16, 2024

 

Milestone Scientific Inc.

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation)		001-14053 (Commission File Number)		13-3545623 (IRS Employer Identification No.)

 

425 Eagle Rock Avenue, Suite 403 Roseland, NJ (Address of principal executive offices)		07068 (Zip Code)

 

Registrant’s telephone number, including area code [phone]

 

N/A

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name on exchange on which registered
Common Stock	MLSS	NYSE American

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

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Item 5.07         Submission of Matters to a Vote of Security Holders

 

The 2024 Annual Meeting of Stockholders (the “Annual Meeting”) of Milestone Scientific Inc. (the “Company”) was held on July 16, 2024. At the Annual Meeting, the Company’s stockholders:

 

	●	Elected seven incumbent directors to serve until the next annual meeting of the Company’s stockholders or until their respective successors have been duly elected and qualified; and
	●	Ratified the appointment of Marcum LLP as the Company’s independent auditors for the fiscal year ending December 31, 2024.

 

The total number of shares outstanding at the record date for the Annual Meeting were 77,227,714 shares of common stock. The total number of shares of common stock voted at the Annual Meeting were 51,388,906 shares of common stock, representing 66.54% of the issued and outstanding shares of common stock.

 

The number of votes cast for, against or withheld and the number of abstentions and broker non-votes with respect to each Proposal is set forth below.

 

Proposal 1 Election of Directors		Shares For			Shares Withheld			Broker Non- Votes
Neal Goldman		30,072,211			878,517			20,438,178
Leonard Osser		30,050,431			900,297			20,438,178
Benedetta I. Casamento		30,041,036			909,692			20,438,178
Michael McGeehan		30,010,329			940,399			20,438,178
Gian Domenico Trombetta		30,287,522			663,206			20,438,178
Arjan Haverhals		30,410,523			540,205			20,438,178
Dr. Didier Demesmin		30,572,148			378,580			20,438,178

 

Proposal 2 Ratification of Auditors		Shares For			Shares Against			Shares Abstaining			Broker Non- Votes
Ratification of the appointment of Marcum LLP as the Company’s independent auditors for the fiscal year ending December 31, 2024		51,088,398			280,481			20,027			--

 

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

	MILESTONE SCIENTIFIC INC.
Dated: July 18, 2024	By:	/s/ Arjan Haverhals
		Arjan Haverhals,
		Chief Executive Officer

 

 

Document And Entity Information	Jul. 16, 2024
Document Information [Line Items]
Entity, Registrant Name	Milestone Scientific Inc.
Document, Type	8-K
Document, Period End Date	Jul. 16, 2024
Entity, Incorporation, State or Country Code	DE
Entity, File Number	001-14053
Entity, Tax Identification Number	13-3545623
Entity, Address, Address Line One	425 Eagle Rock Avenue, Suite 403
Entity, Address, City or Town	Roseland
Entity, Address, State or Province	NJ
Entity, Address, Postal Zip Code	07068
City Area Code	973
Local Phone Number	535-2717
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	MLSS
Security Exchange Name	NYSE
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0000855683

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