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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): March
27, 2026
ABVC
BIOPHARMA, INC.
(Exact name of registrant as specified in its charter)
| Nevada |
|
001-40700 |
|
26-0014658 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
|
44370 Old Warm Springs Blvd.
Fremont, CA |
|
94538 |
| (Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number including area
code: (510) 668-0881
(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:
| ☐ |
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 |
|
Name of each exchange on which registered |
| Common Stock, par value $0.001 per share |
|
ABVC |
|
The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an
emerging growth company as defined in 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. ☐
Item 5.07 Submission of Matters to a Vote of Security
Holders.
On March 26, 2026, ABVC BioPharma, Inc. (the “Company”)
held its 2026 annual meeting of shareholders (the “Annual Meeting”). At the Annual Meeting, the Company’s shareholders
voted on three (3) proposals. At the beginning of the Annual Meeting, 10,612,493 shares of common stock, which represents 41.74% of the
voting power of the shares entitled to vote at the Annual Meeting, were represented by proxy, which constituted a quorum for the transaction
of business.
We are filing this Current Report on Form 8-K to disclose
the voting results from the Annual Meeting.
| |
1. |
To re-elect 11 directors to the Company’s board of directors
(the “Board”), with such directors to serve until the 2027 annual meeting of shareholders. |
| Name |
|
For |
|
|
Against |
|
|
Withheld |
|
| Eugene Jiang |
|
|
10,523,411 |
|
|
0 |
|
|
|
89,082 |
|
| Dr. Tsang Ming Jiang |
|
|
10,522,409 |
|
|
0 |
|
|
|
90,084 |
|
| Norimi Sakamoto |
|
|
10,271,420 |
|
|
0 |
|
|
|
341,073 |
|
| Yen-Hsin Chou |
|
|
9,981,359 |
|
|
0 |
|
|
|
631,134 |
|
| Dr. Tsung-Shann (T.S.) Jiang |
|
|
10,522,409 |
|
|
0 |
|
|
|
90,084 |
|
| Dr. Chang-Jen Jiang |
|
|
10,522,409 |
|
|
0 |
|
|
|
90,084 |
|
| Hsin-Hui Miao |
|
|
10,320,413 |
|
|
0 |
|
|
|
292,080 |
|
| Yoshinobu Odaira |
|
|
10,468,145 |
|
|
0 |
|
|
|
144,348 |
|
| Che-Wei Hsu |
|
|
10,320,419 |
|
|
0 |
|
|
|
292,074 |
|
| Shuling Jiang |
|
|
10,522,404 |
|
|
0 |
|
|
|
90,089 |
|
| Yu-Min (Francis) Chung |
|
|
10,596,780 |
|
|
0 |
|
|
|
15,713 |
|
Accordingly, all directors were re-elected.
| |
2. |
To ratify the appointment of Simon & Edward, LLP as the Company’s independent registered public accounting firm for fiscal year ending December 31, 2026. |
| For |
|
Against |
|
Abstain |
| 10,597,352 |
|
12,291 |
|
2,850 |
Accordingly, Simon & Edward, LLP was reappointed
as the Company’s independent registered public accounting firm for fiscal year ending December 31, 2026.
| |
3. |
To approve an increase in the Company’s Amended and Restated 2016 Equity Incentive Plan (the “Plan”) such that the aggregate number of shares reserved under the Plan equals fifteen percent (15%) of the company's issued and outstanding shares of common stock as of the date of the meeting. Following this one-time adjustment, the number of shares available under the Plan will continue to be subject to the existing automatic annual increase of 5% of the total shares issued and outstanding on the immediately preceding December 31, commencing January 1, 2027, and ending with the year that the additional number of shares equals 15% of the number of shares of common stock issued and outstanding as of December 31 of the previous year (the “Plan Proposal”). |
| For |
|
Against |
|
Abstain |
| 9,964,400 |
|
643,419 |
|
4,674 |
Accordingly, the Plan Proposal was approved.
Item 9.01 Financial Statements and Exhibits.
Exhibit
Number |
|
Exhibit |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities and
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| |
ABVC BioPharma, Inc. |
| |
|
|
| March 27, 2026 |
By: |
/s/ Uttam Patil |
| |
|
Uttam Patil |
| |
|
Chief Executive Officer |
