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BIO-key International, Inc. (BKYI) filed its Definitive Proxy Statement (DEF 14A) for the 2025 Annual Meeting of Stockholders, scheduled for August 8 2025 at 10:00 a.m. (ET) at the company’s Holmdel, NJ headquarters. The record date is June 20 2025, when 6,848,775 common shares were outstanding, with each share entitled to one vote and no cumulative voting rights.
Shareholders will vote on six proposals: (1) election of five directors to serve until the 2026 meeting; (2) ratification of Bush & Associates CPA LLC as independent registered public accounting firm for FY 2025; (3) an advisory “say-on-pay” vote on executive compensation; (4) an amendment to the 2023 Stock Incentive Plan; (5) an amendment to the 2021 Employee Stock Purchase Plan; and (6) other routine business. Boxes for a preliminary proxy, confidential treatment, additional materials, and soliciting material are all unchecked, confirming that this filing is the definitive statement.
The proxy materials, together with the company’s Form 10-K for the year ended December 31 2024, were first mailed on or about June 27 2025. Registered shareholders may vote in person, by mail, telephone, or internet; beneficial owners must follow their broker’s instructions. Brokers lack discretionary authority to vote uninstructed shares on Proposals 1, 3, 4, or 5, potentially resulting in broker non-votes for those items.
The filing includes a detailed table of contents covering governance, principal stockholders, executive and director compensation, and full text of the amended stock plans (Appendices A & B). No filing fee was required. Aside from the requested plan amendments, the proxy does not disclose new financial metrics, acquisitions, or other extraordinary actions.