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2026-07-09
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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): July 9, 2026
Caring
Brands, Inc.
(Exact
name of registrant as specified in its charter)
| Nevada |
|
001-42941 |
|
99-4103908 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
130
S Indian River Drive,
Suite
202 pbm# 1232,
Fort
Pierce, FL 34950
(Address
of principal executive offices, including zip code)
Registrant’s
telephone number, including area code: (561) 896-7616
Not
Applicable
(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(s) |
|
Name
of each exchange on which registered |
| |
|
|
|
|
| Common
Stock, par value $0.001 per share |
|
CABR |
|
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. |
On
July 9, 2026, Caring Brands, Inc. (the “Company”) held a Special Meeting of Stockholders (the “Special Meeting”).
Each proposal presented at the Special Meeting is described in detail in the Company’s definitive proxy statement filed with the
Securities and Exchange Commission on May 27, 2026 (the “Proxy Statement”).
As
of the close of business on May 14, 2026, the record date for the Special Meeting, there were 9,091,506 shares of the Company’s
common stock, par value $0.001 per share (the “Common Stock”), issued and outstanding and entitled to vote.
At
the Special Meeting, holders of 5,617,697 shares of Common Stock, representing approximately 61.79% of the shares entitled to vote, were
present in person or represented by a proxy, constituting a quorum. The matters voted upon at the Special Meeting, and the numbers of
votes cast for or against, as well as the number of abstentions and broker non-votes, as to each matter, are set forth below.
Proposal
No. 1: Approval of the Additional Investment Right Proposal
| For | |
Against | |
Abstain | |
Broker Non-Vote |
| 4,457,375 | |
155,999 | |
1,000 | |
1,003,323 |
The
proposal was approved by the requisite vote.
Proposal
No. 2: Approval of the Share Issuance Proposal
| For | |
Against | |
Abstain | |
Broker Non-Vote |
| 4,456,776 | |
156,598 | |
1,000 | |
1,003,323 |
The
proposal was approved by the requisite vote.
Proposal
No. 3: Approval of the Increase in the Number of Authorized Shares of Common Stock Proposal
| For | |
Against | |
Abstain | |
Broker Non-Vote |
| 5,118,645 | |
498,052 | |
1,000 | |
0 |
The
proposal was approved by the requisite vote.
The
results reported above are final voting results. No other matters were considered or voted upon at the meeting, except a proposal to
adjourn the Special Meeting to a later date, if necessary, to permit further solicitation and vote proxies in the event there were not
sufficient votes in favor of the listed proposals. Based upon the voting results, the latter was not applicable.
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.
| Dated:
July 14, 2026 |
Caring
Brands, Inc. |
| |
|
|
| |
By: |
/s/
Glynn Wilson |
| |
Name:
|
Dr.
Glynn Wilson |
| |
Title: |
Chief
Executive Officer |
