Aeluma (NASDAQ: ALMU) shareholders re-elect directors and approve proposal

Rhea-AI Filing Summary

Aeluma, Inc. reported the results of its 2025 Annual General Meeting of shareholders. The meeting had a quorum, with 9,892,101 shares of common stock present or represented by proxy, representing 55.4% of the voting power entitled to vote.

Shareholders re-elected Steven P. DenBaars and John Paglia to the Board of Directors by plurality of the votes cast. A second proposal also passed, receiving 9,822,341 votes For, 57,925 Against, and 11,835 Abstain. The filing notes that broker non-votes are included only for purposes of determining whether a quorum is present.

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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): January 20, 2026

Aeluma, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-42570		85-2807351
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

27 Castilian Drive Goleta, California		93117
(Address of principal executive offices)		(Zip Code)

805-351-2707

(Registrant’s telephone number, including area code)

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(s)		Name of exchange on which registered
Common Stock, par value $0.0001 per share		ALMU		The Nasdaq Stock Market LLC (Nasdaq Capital Market)

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. ☐

Item 5.07 Submission of Matters to a Vote of Security Holders.

On January 15, 2026, Aeluma, Inc. (the “Company”) held its 2025 Annual General Meeting of shareholders (the “Annual Meeting”). At the Annual Meeting, the Company’s shareholders voted on two proposals. At the beginning of the Annual Meeting, 9,892,101 shares of common stock of the Company, representing 55.4% of the voting power of the shares entitled to vote at the Annual Meeting, were present or 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 the Class I directors named in the proxy statement to hold office for a 3-year term and until his respective successor is elected and duly qualified.

Director’s Name		For				Abstain/ Withheld				Broker Non-Votes1
Steven P. DenBaars			4,996,522				1,062,818				3,832,761
John Paglia			5,198,937				860,403				3,832,761

2. To approve, ratify and confirm the re-appointment of Rose, Snyder & Jacobs LLP as the Company’s independent auditors for the year ending June 30, 2026, and to authorize the Board of Directors to fix their remuneration.

For		Against		Abstain
9,822,341		57,925		11,835

Each of Mr. DenBaars and Mr. Paglia received a plurality of the votes cast and were re-elected to our Board of Directors, and the shareholders approved the second proposal.

(1) A broker non-vote occurs when a broker, bank or other nominee holding shares for a beneficial owner does not vote on a particular proposal because the nominee does not have discretionary voting power with respect to the item and has not received voting instructions from the beneficial owner of the shares it holds. Broker non-votes are counted when determining whether the necessary quorum of stockholders is present or represented at each annual meeting.

1

SIGNATURE

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.

	AELUMA, INC.
Date: January 20, 2026	By:	/s/ Jonathan Klamkin
		Jonathan Klamkin
		President, Chief Executive Officer, and Director

2

FAQ

What did Aeluma, Inc. (ALMU) disclose in this 8-K filing?

Aeluma, Inc. disclosed the voting results from its 2025 Annual General Meeting of shareholders, including director elections and the outcome of a second proposal.

Were Aeluma, Inc. (ALMU) directors re-elected at the 2025 Annual Meeting?

Yes. Steven P. DenBaars and John Paglia each received a plurality of the votes cast and were re-elected to the Board of Directors.

What was the shareholder turnout at Aeluma, Inc.’s 2025 Annual Meeting?

A total of 9,892,101 shares of common stock, representing 55.4% of the voting power entitled to vote, were present or represented by proxy, satisfying the quorum requirement.

How did Aeluma, Inc. (ALMU) shareholders vote on the second proposal?

The second proposal was approved, receiving 9,822,341 votes For, 57,925 Against, and 11,835 Abstain.

What are broker non-votes in the context of Aeluma, Inc.’s meeting?

Broker non-votes occur when a broker, bank, or other nominee does not vote on a proposal because it lacks discretionary authority and has not received instructions. They are counted only to determine whether a quorum is present.

When was Aeluma, Inc.’s 2025 Annual General Meeting held?

The 2025 Annual General Meeting of shareholders of Aeluma, Inc. was held on January 15, 2026.