Duos Technologies (DUOT) shareholders elect board, ratify 2026 auditor
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Duos Technologies Group, Inc. reported the results of its 2026 annual meeting of stockholders. As of the April 2, 2026 record date, the company had 29,295,609 shares of common stock, 999 shares of Series D Convertible Preferred Stock, and 12,500 shares of Series E Convertible Preferred Stock outstanding, and a quorum was present.
Stockholders elected five directors for one-year terms, including Charles P. Ferry with 17,287,342 votes for and Brian J. James with 17,359,835 votes for. They also elected Chief Executive Officer Frank D. Recker as a director, with 13,959,958 votes for. Stockholders ratified the appointment of Salberg & Company, P.A. as independent certified public accounting firm for the fiscal year ending December 31, 2026, with 23,023,580 votes for, 59,973 against, and 320,502 abstentions.
Positive
- None.
Negative
- None.
8-K Event Classification
2 items: 5.07, 9.01
2 items
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.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Common shares outstanding: 29,295,609 shares
Series D Preferred outstanding: 999 shares
Series E Preferred outstanding: 12,500 shares
+3 more
6 metrics
Common shares outstanding
29,295,609 shares
Common stock outstanding as of April 2, 2026 record date
Series D Preferred outstanding
999 shares
Series D Convertible Preferred Stock as of April 2, 2026
Series E Preferred outstanding
12,500 shares
Series E Convertible Preferred Stock as of April 2, 2026
Votes for auditor ratification
23,023,580 votes
Ratification of Salberg & Company, P.A. for FY ending December 31, 2026
Votes for CEO as director
13,959,958 votes
Election of CEO Frank D. Recker to board for one-year term
Beneficial ownership limit
19.99%
Voting cap applicable to Series D and Series E Preferred Stock
Key Terms
Series D Convertible Preferred Stock, Series E Convertible Preferred Stock, beneficial ownership limitation, broker non-votes, +2 more
6 terms
Series D Convertible Preferred Stock financial
"999 shares of Series D Convertible Preferred Stock, par value $0.001 per share"
Series D convertible preferred stock is a class of shares issued in a later-stage funding round that gives holders priority over common shareholders for payouts and often a fixed dividend, while including an option to convert those shares into common stock. It matters to investors because it affects who gets paid first if a company is sold or liquidates and can change ownership stakes and voting power when converted, similar to holding a safer ticket that can be exchanged for regular tickets later.
Series E Convertible Preferred Stock financial
"12,500 shares of Series E Convertible Preferred Stock, par value $0.001 per share"
Series E convertible preferred stock is a class of investment shares issued in a later-stage financing round that behave like a hybrid between a safety-first claim and an option to become ordinary shares. Think of it as a VIP ticket that gives owners priority on payments and protections if things go wrong, but can be swapped for regular shares later—important to investors because it affects payout priority, potential dilution of ownership, voting power, and the company’s implied valuation.
beneficial ownership limitation financial
"subject to the applicable beneficial ownership limitation, which is 19.99%"
A beneficial ownership limitation is a rule that caps the percentage of a company’s shares an investor can be treated as owning or controlling for voting, regulatory or tax purposes. It matters to investors because it can restrict how many shares a person or group can buy or vote, affect takeover chances, and influence share liquidity and value — like a speed limit that prevents any single driver from taking over the whole road.
broker non-votes financial
"Of the shares of Common Stock present at the Annual Meeting, 7,380,088 shares were broker non-votes"
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 certified public accounting firm financial
"ratification of the appointment of Salberg & Company, P.A. as our independent certified public accounting firm"
quorum regulatory
"thereby 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.
FAQ
What was approved at Duos Technologies (DUOT) 2026 annual meeting?
Stockholders elected five directors and ratified the auditor. All nominated directors, including CEO Frank D. Recker, were elected for one-year terms. Salberg & Company, P.A. was ratified as independent certified public accounting firm for the fiscal year ending December 31, 2026.
What quorum was present at the Duos Technologies 2026 annual meeting?
A quorum of common and preferred shares was represented. Holders of 20,550,721 common shares, 999 shares of Series D Preferred Stock, and 12,500 shares of Series E Preferred Stock were present in person or by proxy, allowing the meeting to conduct official business.
How did Duos Technologies stockholders vote on director nominees in 2026?
All director nominees received enough votes to be elected. For example, Charles P. Ferry received 17,287,342 votes for, and Brian J. James received 17,359,835 votes for. CEO Frank D. Recker was elected as director with 13,959,958 votes for and 2,064,009 votes withheld.
How did Duos Technologies (DUOT) stockholders vote on the 2026 auditor ratification?
Stockholders strongly supported the 2026 auditor ratification. The appointment of Salberg & Company, P.A. as independent certified public accounting firm for the year ending December 31, 2026 received 23,023,580 votes for, 59,973 votes against, and 320,502 abstentions at the annual meeting.
How did preferred stock vote at the Duos Technologies 2026 annual meeting?
Series D and Series E Preferred Stock voted in favor of key proposals. Each preferred share carried 333 votes, subject to a 19.99% beneficial ownership limitation. Holders of both series voted in favor of all director nominees and the auditor ratification proposal.