HeartBeam (NASDAQ: BEAT) investors reelect full board but vote down equity plan boost
Rhea-AI Filing Summary
HeartBeam, Inc. reported the results of its July 31, 2026 annual stockholder meeting held via live webcast. As of the June 5, 2026 record date, 55,506,835 shares of common stock were outstanding and entitled to vote, and 29,050,272 votes, or 52.34% of outstanding votes, were represented, constituting a quorum.
Stockholders elected all seven director nominees to one-year terms, with each receiving over 10 million votes in favor and approximately 0.9–1.3 million votes against, plus broker non-votes. They also approved the ratification of CBIZ CPAs P.C. as independent registered public accounting firm for the year ending December 31, 2026, with 28,612,850 votes for and 173,008 against.
A proposal to amend the 2022 Equity Incentive Plan to increase authorized shares by 3,000,000 shares did not receive stockholder approval, drawing 3,957,529 votes for, 7,816,794 against, 41,929 abstentions and 17,234,020 broker non-votes.
Positive
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Negative
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Filing Explained
At the July 31 annual meeting, stockholders rejected the proposed increase of
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: 55,506,835 shares
Votes represented at meeting: 29,050,272 votes
Director votes for Richard Ferrari: 10,429,353 votes
+3 more
6 metrics
Shares outstanding on record date
55,506,835 shares
Common stock outstanding and entitled to vote as of June 5, 2026
Votes represented at meeting
29,050,272 votes
Votes present in person or by proxy at July 31, 2026 annual meeting, about 52.34% of outstanding
Director votes for Richard Ferrari
10,429,353 votes
Votes cast for director nominee Richard Ferrari
Auditor ratification votes for
28,612,850 votes
Votes for ratifying CBIZ CPAs P.C. as independent registered public accounting firm for 2026
Equity plan increase proposed
3,000,000 shares
Additional authorized shares under 2022 Equity Incentive Plan that were not approved
Equity plan votes against
7,816,794 votes
Votes against proposal to amend the 2022 Equity Incentive Plan
Key Terms
broker non-votes, independent registered public accounting firm, Equity Incentive Plan, record date
4 terms
broker non-votes regulatory
"as well as the number of abstentions and broker non-votes, as to such matters"
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.
independent registered public accounting firm regulatory
"CBIZ CPAs P.C. as the Company’s independent registered public accounting firm"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
Equity Incentive Plan financial
"The proposal to amend the 2022 Equity Incentive Plan to increase the number"
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.
record date regulatory
"As of the close of business on June 5, 2026, the record date for the Annual Meeting"
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.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What was the quorum and voting participation at HeartBeam (BEAT)’s 2026 annual meeting?
A quorum was reached with 29,050,272 votes represented, equal to about 52.34% of the 55,506,835 HeartBeam common shares outstanding and entitled to vote as of June 5, 2026, the meeting’s record date.
Were HeartBeam (BEAT)’s director nominees elected at the July 31, 2026 annual meeting?
Yes. All seven HeartBeam director nominees were elected to one-year terms, each receiving over 10 million votes for and roughly 0.9–1.3 million votes against, along with 17,234,020 broker non-votes listed for each nominee.
Did HeartBeam (BEAT) stockholders approve the company’s independent auditor for 2026?
Yes. Stockholders approved CBIZ CPAs P.C. as HeartBeam’s independent registered public accounting firm for the year ending December 31, 2026, with 28,612,850 votes for, 173,008 against, and 264,414 abstentions, and no broker non-votes recorded.
What are broker non-votes reported in HeartBeam (BEAT)’s 2026 annual meeting results?
Broker non-votes are shares held in street name that were not voted on certain non-routine proposals. HeartBeam reported 17,234,020 broker non-votes on the director elections and the equity incentive plan amendment proposal at the 2026 annual meeting.