CISO Global Announces Strong Results from Annual Shareholder Meeting - Positioned for Growth and Transformation

Rhea-AI Summary

CISO Global (NASDAQ: CISO) reported results from its Annual Shareholder Meeting on December 16, 2025 with strong shareholder engagement and approvals that support its strategic plan. More than 66% of outstanding shares were represented and voted, and all board nominees were re-elected with at least 95% approval.

Shareholders approved an increase to the company’s authorized shares by 1,000,000,000 shares, ratified the independent auditors, expanded the equity incentive plan, and affirmed issuance of common stock tied to a previously announced transaction with B. Riley. The company said it has made substantial balance sheet improvements over the past 12 months and is positioned to pursue strategic opportunities and growth.

Positive

• Shareholder participation > 66% of outstanding shares
• Board re-elections with ≥ 95% approval
• Authorized shares increased by 1,000,000,000 shares

Negative

• Authorized share increase creates potential dilution for existing shareholders
• Approved equity incentive plan expansion and share issuance may further dilute ownership

Key Figures

Shares represented More than 66% Outstanding shares represented and voted at Annual Shareholder Meeting

Board approval level At least 95% Approval of all nominees to Board of Directors

Authorized share increase 1 billion shares Increase in authorized CISO Global common shares approved by shareholders

Market Reality Check

$0.4285 Last Close

Volume Volume 373,296 is below the 20-day average of 689,271 (relative volume 0.54) ahead of the meeting update. low

Technical Shares traded below the 200-day MA of 0.93, despite the governance and growth-focused news.

Peers on Argus 1 Up 1 Down

CISO was modestly up 0.16% pre-news while close peers showed mixed moves: DVLT up 11.2%, INTZ up 3.1%, MOGO up 1.82%, USIO up 0.44%, and AUID down 4.89%. Momentum scanner peers also split (DTSS up, HUBC down), indicating the action was stock-specific rather than a broad sector rotation.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Nov 18	Certification milestone	Positive	+5.7%	TalaTek subsidiary gained C3PAO status, expanding compliance assessment services.
Oct 15	Conference appearance	Neutral	-5.7%	CEO scheduled for LD Micro presentations and fireside chat on microcap trading.
Oct 01	Balance sheet actions	Positive	+2.9%	Debt conversion and B. Riley growth capital agreement improved financial flexibility.
Sep 29	Financing facility	Neutral	+0.9%	New $15M convertible preferred equity facility to fund software expansion efforts.
Aug 15	Earnings / outlook	Positive	-7.8%	Strong H1 profit and margin gains plus guidance and partnership momentum update.

Pattern Detected

Recent fundamentally positive updates often saw aligned or mildly positive price reactions, though one strong financial improvement release coincided with a notable selloff, suggesting sometimes counterintuitive trading around good news.

Recent Company History

Over the last six months, CISO Global has focused on balance sheet repair and growth enablement. On Aug 15, it reported 108% gross profit growth and a 30% liability reduction, yet shares fell 7.77%. Subsequent financing steps with B. Riley on Sep 29 and balance sheet strengthening on Oct 1 drew small positive reactions. The TalaTek C3PAO designation on Nov 18 also saw a 5.7% gain. Today’s shareholder meeting results, including approval of a major share authorization increase, extend this theme of financial restructuring and growth positioning.

Regulatory & Risk Context

Active S-3 Shelf Registration 2025-06-26

$100 million registered capacity

An effective S-3 shelf filed on 2025-06-26 allows CISO Global to issue up to $100 million in various securities, including common and preferred stock, warrants, debt, and units, with a separate sales agreement prospectus for up to $10.38 million in ATM-style common stock sales. This, together with the newly approved authorized share increase, confirms substantial capacity for future capital raises.

Market Pulse Summary

This announcement emphasized strong shareholder participation of over 66%, director approvals of at least 95%, and passage of an increase of 1 billion authorized shares, expanding CISO Global’s flexibility for future financing and strategic actions. Coupled with an existing $100 million shelf, the company appears positioned to access capital as needed. Investors may monitor how new authorization is used, subsequent equity or debt offerings, and whether future deployments support sustainable growth and further balance sheet improvement.

Key Terms

authorized shares financial

"Shareholders also approved a proposal to increase the authorized shares of CISO Global"

Authorized shares are the maximum number of shares a company is allowed to issue according to its official plan. Think of it as a company’s set limit on how many pieces of its ownership it can distribute to investors. This number helps investors understand the potential for future growth or change in the company's ownership structure.

equity incentive plan financial

"approve the increase to Company’s equity incentive plan and affirm the issuance"

An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.

common stock financial

"affirm the issuance of shares of our common stock in connection with our previously"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

AI-generated analysis. Not financial advice.

Scottsdale, AZ, Dec. 16, 2025 (GLOBE NEWSWIRE) -- CISO Global (NASDAQ: CISO), a leading provider of AI-powered cybersecurity software and compliance services, today announced the successful results of its Annual Shareholder Meeting, highlighted by strong shareholder participation and overwhelming support for the Company’s leadership, strategy, and governance initiatives.

More than 66% of outstanding shares were represented and voted at the meeting, reflecting robust shareholder engagement and confidence in the Company’s direction. All nominees to the Board of Directors were re-elected with at least 95% approval, reaffirming strong support for the Board’s oversight and leadership.

Over the past 12 months, CISO Global has made substantial improvements to its balance sheet, enhancing financial stability and positioning the Company for sustainable growth.

Shareholders also approved a proposal to increase the authorized shares of CISO Global by one billion shares. This provides the Company with enhanced flexibility to pursue transformative strategic opportunities, strengthen partnerships, and capitalize on favorable market conditions as the Company continues to execute its long-term growth strategy.

In addition, shareholders voted to ratify the Company’s independent auditors, approve the increase to Company’s equity incentive plan and affirm the issuance of shares of our common stock in connection with our previously announced transaction with B. Riley.

“I am truly humbled by the level of shareholder participation and the overwhelming support demonstrated at our Annual Meeting,” said Dave Jemmett, Chief Executive Officer of CISO Global. “We believe this strong vote of confidence reflects trust in our strategy, our leadership team, and our vision for the future. We remain focused on executing our plan, strengthening our financial foundation, and delivering long-term value for our shareholders.”

CISO Global thanks its shareholders for their continued support and looks forward to building on this momentum as the Company advances its mission to deliver innovative cybersecurity solutions to organizations worldwide.

About CISO Global

CISO Global, Inc. (NASDAQ: CISO), headquartered in Scottsdale, Arizona, is an industry leader in AI-powered cybersecurity software, managed cybersecurity, and compliance that delivers comprehensive solutions designed to protect organizations from the latest cyber threats. The company protects the most demanding businesses and government organizations against continuing and emerging security threats and ensures their compliance obligations are being met. For more information about the company, visit ciso.inc; see the following link to join the investor relations email alerts.

Safe Harbor Statement

This news release contains certain statements that may be deemed to be forward-looking statements under federal securities laws, and we intend that such forward-looking statements be subject to the safe harbor created thereby. Such forward-looking statements include, among others, our belief that we are an industry leader in AI-powered cybersecurity software and compliance services; our belief that the shareholder participation and results reflect overwhelming support for our leaders, their strategy, and their governance initiatives; our belief that the more than 66% of outstanding shares represented and voted at the meeting reflect robust shareholder engagement and confidence in the Company’s direction; our belief that because all nominees were re-elected with at least 95% approval, shareholders are reaffirming strong support for the Board’s oversight and leadership; our belief that the Company’s improved balance sheet shows financial stability and positions the Company for sustainable growth; our belief that the shareholder authorization of additional shares of the Company’s common stock will provide us with flexibility to pursue transformative strategic opportunities, strengthen partnerships, and capitalize on favorable market conditions; and our belief that the strong vote of confidence reflects trust in our strategy, our leadership team, and our vision for the future. These statements are often, but not always, made through the use of words or phrases such as “believes,” “expects,” “anticipates,” “intends,” “estimates,” “predict,” “plan,” “project,” “continuing,” “ongoing,” “potential,” “opportunity,” “will,” “may,” “look forward,” “intend,” “guidance,” “future” or similar words or phrases. These statements reflect our current views, expectations, and beliefs concerning future events and are subject to substantial risks, uncertainties, and other factors that could cause actual results to differ materially from those reflected by such forward-looking statements. These risks may be detailed from time to time in the reports filed with the Securities and Exchange Commission, including the Annual Report on Form 10-K for the fiscal year ended December 31, 2024. You should not place undue reliance on any forward-looking statements, which speak only as of the date they are made. Except as required by law, we assume no obligation and do not intend to update any forward-looking statements, whether as a result of new information, future developments, or otherwise.

For Media Inquiries:

Debra Gallington
debra.gallington@ciso.inc
(480) 389-3444

FAQ

How many CISO shares were represented and voted at the December 16, 2025 meeting?

More than 66% of outstanding CISO shares were represented and voted at the meeting.

What was the board vote outcome for CISO (NASDAQ: CISO) on December 16, 2025?

All nominees to CISO’s board were re-elected with at least 95% approval.

What does CISO’s approval to increase authorized shares by 1,000,000,000 mean for shareholders?

The increase gives CISO flexibility for strategic transactions but creates potential dilution risk for existing shareholders.

Did CISO shareholders approve any equity compensation or issuances on December 16, 2025?

Yes; shareholders approved an increase to the company’s equity incentive plan and affirmed issuance of common stock related to a transaction with B. Riley.

Were CISO’s independent auditors ratified at the Annual Shareholder Meeting?

Yes; shareholders voted to ratify CISO’s independent auditors.

What guidance did CISO give about its financial position during the meeting results?

CISO reported it has made substantial improvements to its balance sheet over the past 12 months and is positioned for growth.