Healthy Choice Wellness (NYSE: HCWC) investors reelect director and ratify UHY LLP

Rhea-AI Filing Summary

Healthy Choice Wellness Corp. reported the results of its 2025 annual stockholder meeting held on December 31, 2025. Stockholders representing 10,409,200 shares of Class A common stock and Series A Convertible Preferred Stock (on an as-converted basis) were present in person or by proxy.

Stockholders elected Gary Bodzin as a Class I director to serve until the 2028 annual meeting of stockholders, receiving 9,381,169 votes for and 379,962 votes withheld, with 4,447,866 broker non-votes. Stockholders also ratified UHY LLP as the company’s independent registered public accounting firm for the fiscal year ending December 31, 2025, with 12,618,087 votes for, 1,559,378 votes against, and 30,832 abstentions.

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.

Understanding 8-K Material Events →

false 0001948864 0001948864 2025-12-31 2025-12-31 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

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): December 31, 2025

HEALTHY CHOICE WELLNESS CORP.

(Exact name of registrant as specified in its charter)

Delaware		001-42274		88-4128927
(State or Other Jurisdiction		(Commission		(I.R.S. Employer
of Incorporation)		File Number)		Identification No.)

3800 N. 28^th Way, #1

Hollywood, Florida 33020

(Address of Principal Executive Office) (Zip Code)

(888) 766-5351

(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:

☐	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
Class A common stock		HCWC		NYSE American

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 December 31, 2025 the Company held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”). According to the inspector of elections, the stockholders present in person or by proxy at the Annual Meeting represented 10,409,200 shares of Class A common stock (entitled to one vote per share) the Series A Convertible Preferred Stock (voting on as converted basis). At the Annual Meeting, the Company’s stockholders voted on the matters set forth below.

1. Election of Directors

Our stockholders elected Gary Bodzin as Class I director of the Company to serve until the 2028 annual meeting of stockholders and until such director’s successor has been duly elected and qualified. We set forth below the results of the stockholder vote for the director nominee:

Director		Votes For		Votes Withheld		Broker Non-Votes
Gary Bodzin		9,381,169		379,962		4,447,866

2. Ratification of Appointment of Independent Registered Public Accounting Firm

Our stockholders ratified the appointment of UHY LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2025. We set forth below the results of the stockholder vote on this proposal:

Votes For		Votes Against		Abstentions
12,618,087		1,559,378		30,832

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

None.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		HEALTHY CHOICE WELLNESS CORP.
Date:	January 30, 2026	By:	/s/ Jeffrey E. Holman
			Jeffrey E. Holman
			Chief Executive Officer

FAQ

What did HCWC stockholders vote on at the 2025 annual meeting?

Stockholders voted on electing one Class I director and ratifying the auditing firm. They elected Gary Bodzin to the board and approved UHY LLP as independent registered public accounting firm for the fiscal year ending December 31, 2025.

Who was elected as director at the Healthy Choice Wellness (HCWC) 2025 meeting?

Stockholders elected Gary Bodzin as a Class I director. He will serve until the 2028 annual meeting of stockholders and until his successor is duly elected and qualified, based on the voting results disclosed.

How many votes did HCWC director nominee Gary Bodzin receive?

Gary Bodzin received 9,381,169 votes for and 379,962 votes withheld. There were also 4,447,866 broker non-votes reported, reflecting shares present that did not vote on the director election proposal.

Which accounting firm did HCWC stockholders ratify for fiscal 2025?

Stockholders ratified UHY LLP as Healthy Choice Wellness Corp.’s independent registered public accounting firm for the fiscal year ending December 31, 2025, with 12,618,087 votes for, 1,559,378 votes against, and 30,832 abstentions reported.

How many shares were represented at the HCWC 2025 annual stockholder meeting?

According to the inspector of elections, stockholders present in person or by proxy represented 10,409,200 shares of Class A common stock and Series A Convertible Preferred Stock, voting on an as-converted basis at the 2025 annual meeting.

What type of stock does Healthy Choice Wellness Corp. (HCWC) have listed?

Healthy Choice Wellness Corp. has Class A common stock listed. The Class A common stock trades under the symbol HCWC on the NYSE American exchange, as indicated in the securities registration section.