authID (NASDAQ: AUID) posts 2026 annual stockholder meeting vote results

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

authID Inc. reported the results of its 2026 Annual Meeting of stockholders, held virtually on July 6, 2026. Of the 16,132,487 shares of common stock outstanding on May 7, 2026, 9,258,448 shares were represented in person or by proxy, establishing a quorum.

Stockholders cast votes on the election of directors and two additional proposals, with director nominees receiving between 3,491,821 and 3,811,987 votes "for" and between 488,172 and 808,338 votes "withheld," plus 4,958,289 broker non-votes for each nominee. One proposal received 8,387,540 votes "for," 865,657 "against" and 5,251 "abstain," while another received 3,369,079 votes "for," 926,769 "against," 4,311 "abstain" and 4,958,289 broker non-votes.

8-K Event Classification

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

1 item

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

Results of a shareholder vote on proposals at an annual or special meeting.

Key Figures

Shares outstanding on record date: 16,132,487 shares Shares represented at meeting: 9,258,448 shares Proposal vote – high "for" total: 8,387,540 for / 865,657 against / 5,251 abstain +3 more

6 metrics

Shares outstanding on record date 16,132,487 shares Common stock outstanding as of May 7, 2026 record date

Shares represented at meeting 9,258,448 shares Shares present in person or by proxy at Annual Meeting

Proposal vote – high "for" total 8,387,540 for / 865,657 against / 5,251 abstain Vote results for one stockholder proposal

Proposal vote with broker non-votes 3,369,079 for / 926,769 against / 4,311 abstain / 4,958,289 broker non-votes Vote results for another proposal

Director nominee highest support 3,811,987 for / 488,172 withheld Votes for nominee Michael L. Koehneman plus broker non-votes reported separately

Director nominee lowest support 3,491,821 for / 808,338 withheld Votes for nominee Jacqueline L. White plus broker non-votes reported separately

Key Terms

Annual Meeting, record date, quorum, Broker Non-Votes, +1 more

5 terms

Annual Meeting financial

"authID Inc. (the “Company”) held its Annual Meeting on July 6, 2026"

A company's annual meeting is a yearly gathering where owners (shareholders) and the board review performance, ask questions, and vote on key matters like electing directors, approving auditor choices, and sometimes setting pay or dividend policies. For investors it matters because decisions made and votes cast can change who runs the company, influence strategy and payouts, and affect the value or direction of their investment—similar to a homeowners’ meeting where rules and leaders that shape your property’s value are decided.

record date financial

"Of the 16,132,487 shares of Common Stock outstanding on May 7, 2026, the record date"

The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.

quorum financial

"9,258,448 shares were represented at the Annual Meeting, in person or by proxy, constituting a quorum"

A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.

Broker Non-Votes financial

"Broker Non-Votes | ------------------------------------------------------ Rhoniel A. Daguro"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

Proxy Statement financial

"The proposals considered at the Annual Meeting are described in detail in the Proxy Statement"

A proxy statement is a document companies send to shareholders ahead of a meeting that lays out the items up for a vote—like who will sit on the board, executive pay, and major corporate decisions—and provides background so shareholders can decide how to cast their votes or appoint someone to vote for them. Think of it as an agenda plus a ballot and briefing notes, important because the outcomes can change control, strategy, and value.

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Understanding 8-K Material Events →

Available on EDGAR 07/07/2026 - 08:01 AM Accepted by SEC EDGAR 07/07/2026 - 08:00 AM

FAQ

What did authID (AUID) report in this 8-K filing?

authID Inc. reported voting results from its July 6, 2026 Annual Meeting. The filing details share turnout, confirms a quorum, and lists vote counts for director elections and two additional stockholder proposals.

How many authID (AUID) shares were eligible and represented at the meeting?

authID had 16,132,487 common shares outstanding on May 7, 2026, the record date. At the Annual Meeting, 9,258,448 shares were represented in person or by proxy, which was sufficient to constitute a quorum for conducting business.

What were the vote totals for authID (AUID) director nominees?

Each director nominee received between 3,491,821 and 3,811,987 votes "for" and between 488,172 and 808,338 votes "withheld." There were also 4,958,289 broker non-votes recorded for each nominee during the director election voting.

What support did a key authID (AUID) proposal receive at the meeting?

One proposal at the authID Annual Meeting received 8,387,540 votes "for," 865,657 votes "against," and 5,251 abstentions. These figures are reported to show how stockholders voted, although the filing excerpt does not label the specific proposal.

Were there broker non-votes in authID (AUID) 2026 meeting results?

Yes. For the director elections, 4,958,289 broker non-votes were recorded for each nominee. Another proposal showed 3,369,079 votes "for," 926,769 "against," 4,311 "abstain," and the same 4,958,289 broker non-votes in the reported tally.

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 6, 2026

authID Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-40747

46-2069547

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification Number)

1580 N. Logan St, Suite 660, Unit 51767, Denver, Colorado 80203

(Address of principal executive offices) (zip code)

516-274-8700

(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 (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		Name of each exchange on which registered
Common Stock par value $0.0001 per share		AUID		The Nasdaq Stock Market, LLC

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

authID Inc. (the “Company”) held its Annual Meeting on July 6, 2026 virtually by conference call and live stream. Of the 16,132,487 shares of Common Stock outstanding on May 7, 2026, the record date, 9,258,448 shares were represented at the Annual Meeting, in person or by proxy, constituting a quorum. The proposals considered at the Annual Meeting are described in detail in the Proxy Statement. The proposals described below were voted upon at the Annual Meeting and the number of votes cast with respect to each proposal was as set forth below:

(1)	Elect six directors until such nominee’s successor is duly elected and qualified, or until the nominee’s earlier death, resignation or removal. The six directors receiving the highest vote were appointed to the board. The following directors were elected to the board.

	For		Withheld		Broker Non-Votes
Rhoniel A. Daguro		3,681,031		682,128		4,958,289
Ken Jisser		3,740,631		559,528		4,958,289
Michael L. Koehneman		3,811,987		488,172		4,958,289
Kunal Mehta		3,665,033		635,126		4,958,289
Ram Menghani		3,800,558		499,601		4,958,289
Jacqueline L. White		3,491,821		808,338		4,958,289

(2)	Ratified the appointment of Cherry Bekaert LLP as the Company’s independent auditors for the fiscal year ending December 31, 2026. This matter was determined based on majority of the votes cast.

For			Against			Abstain
8,387,540			865,657			5,251

(3)	Approved and ratified the adoption of the 2026 Equity Incentive Plan and the allocation of 3,500,000 shares of Common Stock for issuance under the 2026 Equity Incentive Plan.

For			Against			Abstain			Broker Non-Votes
3,369,079			926,769			4,311			4,958,289

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.

	authID Inc.

Date: July 7, 2026	By:	/s/ Edward Sellitto
	Name:	Edward Sellitto
	Title:	Chief Financial Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

3 documents