Intellinetics (NYSE: INLX) investors back all 2026 annual meeting items

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Intellinetics, Inc. reported that shareholders approved all six proposals at the 2026 Annual Meeting of Stockholders. Of 4,458,863 shares outstanding as of April 28, 2026, a quorum of 2,242,308 shares was present in person or by proxy.

All director nominees were elected for one-year terms. Stockholders approved amendments to the 2024 Equity Incentive Plan, increasing shares authorized for issuance from 243,122 to 917,157, and to the 2023 Non-Employee Director Compensation Plan, increasing authorized shares from 150,000 to 302,863. They also approved, on an advisory basis, executive compensation and recommended holding the advisory vote on pay every three years. The appointment of GBQ Partners LLC as independent registered public accounting firm for the year ending December 31, 2026 was ratified.

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

Shares outstanding on record date: 4,458,863 shares Shares present at meeting: 2,242,308 shares 2024 Equity Plan authorization: 917,157 shares +3 more

6 metrics

Shares outstanding on record date 4,458,863 shares Common stock outstanding and entitled to vote as of April 28, 2026

Shares present at meeting 2,242,308 shares Shares present in person or by proxy, establishing quorum

2024 Equity Plan authorization 917,157 shares Total shares authorized after increase from 243,122 shares

Director Plan authorization 302,863 shares Total shares authorized after increase from 150,000 shares

Director vote example 1,915,744 For / 3,385 Withheld Votes for director nominee Michael N. Taglich, plus broker non-votes

Auditor ratification support 2,242,149 For Votes to ratify GBQ Partners LLC for year ending December 31, 2026

Key Terms

2024 Equity Incentive Plan, 2023 Non-Employee Director Compensation Plan, Say-on-Pay, Say-on-Frequency, +1 more

5 terms

2024 Equity Incentive Plan financial

"to increase the shares of common stock authorized for issuance under the plan from 243,122 shares to a total of 917,157 shares"

2023 Non-Employee Director Compensation Plan financial

"to increase the shares of common stock authorized for issuance under the plan from 150,000 shares to a total of 302,863 shares"

Say-on-Pay financial

"Approval on an Advisory Basis, of Compensation of Named Executive Officers (“Say-on-Pay”)"

A say-on-pay is a shareholder vote that gives investors a chance to approve or disapprove a company’s executive compensation packages, typically held at annual meetings. It matters because the vote signals investor satisfaction with how leaders are paid—like customers rating how well managers are rewarded—and can push boards to change pay plans, reducing governance risk and affecting investor confidence and stock value even though the vote is usually advisory rather than legally binding.

Say-on-Frequency financial

"to Hold an Advisory Vote on the Compensation of Named Executive Officers Every Three Years (“Say-on-Frequency”)"

independent registered public accounting firm financial

"the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 was ratified"

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.

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Understanding 8-K Material Events →

Available on EDGAR 07/01/2026 - 05:00 PM Accepted by SEC EDGAR 07/01/2026 - 05:00 PM

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): June 25, 2026

INTELLINETICS, INC.

(Exact name of Registrant as specified in its charter)

Nevada	001-41495	87-0613716
(State or other jurisdiction	(Commission	(I.R.S Employer
of incorporation)	File Number)	Identification No.)

2190 Dividend Dr., Columbus, Ohio		43228
(Address of principal executive offices)		(Zip code)

Registrant’s telephone number, including area code: 614-921-8170

Intellinetics, Inc.

(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 (see General Instruction A.2. below):

	☐	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, $0.001 par value		INLX		NYSE American

Securities registered pursuant to Section 12(g) of the Act: Common Stock, $0.001 par value

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.

2026 Annual Meeting of Stockholders

On June 25, 2026, the Company held its 2026 Annual Meeting of Stockholders (the “2026 Annual Meeting”). A total of 4,458,863 shares of Common Stock, par value $0.001 per share, were issued and outstanding on April 28, 2026, the record date for the 2026 Annual Meeting, and were entitled to vote thereat, of which 2,242,308 shares were present, in person or by proxy, thus constituting a quorum at the 2026 Annual Meeting.

Set forth below are the voting results on each of the six proposals submitted to and voted upon by the stockholders at the 2026 Annual Meeting, which proposals are described in the Company’s Proxy Statement for the 2026 Annual Meeting:

	Proposal 1:	Election of Directors

		The following nominees were elected as directors, each to serve for a term of one year and until his or her successor is duly elected and qualified, by the vote set forth below:

	For		Withheld		Broker Non-Votes
Michael N. Taglich		1,915,744		3,385		323,179
John Guttilla		1,903,469		15,659		323,180
Stanley P. Jaworski, Jr.		1,858,427		60,700		323,181
Paul Seid		1,869,927		49,202		323,179
Russell Bernier		1,870,009		49,120		323,179

	Proposal 2:	Approval of 2024 Equity Incentive Plan Amendment

		To adopt and approve an amendment to the Intellinetics Inc. 2024 Equity Incentive Plan to increase the shares of common stock authorized for issuance under the plan from 243,122 shares to a total of 917,157 shares, by the vote set forth below:

For				Against				Abstain				Broker Non-Votes
	1,877,645				41,351				132				323,180

	Proposal 3:	Approval of 2023 Director Plan Amendment

		To adopt and approve an amendment to the Intellinetics Inc. 2023 Non-Employee Director Compensation Plan to increase the shares of common stock authorized for issuance under the plan from 150,000 shares to a total of 302,863 shares, by the vote set forth below:

For				Against				Abstain				Broker Non-Votes
	1,849,951				69,094				84				323,179

	Proposal 4:	Approval on an Advisory Basis, of Compensation of Named Executive Officers (“Say-on-Pay”)

		The compensation of the Company’s named executive officers was approved, on an advisory, non-binding basis, by the vote set forth below:

For				Against				Abstain				Broker Non-Votes
	1,882,195				32,871				4,063				323,179

	Proposal 5:	Approval, on an Advisory Basis, to Hold an Advisory Vote on the Compensation of Named Executive Officers Every Three Years (“Say-on-Frequency”)

		The proposal to hold an advisory vote every three years on the compensation of the Company’s named executive officers was approved, on an advisory, non-binding basis, by the votes set forth below:

Every One Year				Every Two Years				Every Three Years				Abstain				Broker Non-Votes
	148,912				36,839				1,314,942				418,434				323,181

	Proposal 6:	Ratification of Appointment of Independent Registered Public Accounting Firm

		The appointment of GBQ Partners LLC by the Audit Committee as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 was ratified, by the vote set forth below:

For				Against				Abstain				Broker Non-Votes
	2,242,149				111				48				-

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Name of Exhibit
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

	INTELLINETICS, INC.

	By:	/s/ Alison G. Forsythe
		Alison G. Forsythe
		President and Chief Executive Officer

Dated: July 1, 2026

Source: View Original Filing on SEC EDGAR

FAQ

What did Intellinetics (INLX) shareholders approve at the 2026 annual meeting?

Shareholders approved all six proposals, including director elections, amendments to two equity and director share plans, advisory votes on executive pay and its frequency, and ratification of GBQ Partners LLC as the independent auditor for the 2026 fiscal year.

How many Intellinetics (INLX) shares were eligible and present for the 2026 meeting?

A total of 4,458,863 common shares were issued and outstanding as of April 28, 2026 and entitled to vote. Of these, 2,242,308 shares were present in person or by proxy at the annual meeting, establishing a valid quorum for conducting business.

What change was made to the Intellinetics 2024 Equity Incentive Plan?

Shareholders approved an amendment to the 2024 Equity Incentive Plan, increasing the shares of common stock authorized for issuance from 243,122 shares to a total of 917,157 shares, expanding the pool available for future equity-based compensation awards to employees and other eligible participants.

How was the Intellinetics 2023 Director Compensation Plan amended?

The 2023 Non-Employee Director Compensation Plan was amended to increase the shares of common stock authorized for issuance from 150,000 shares to a total of 302,863 shares, providing additional equity capacity for compensating non-employee directors through stock-based awards approved by shareholders.

What did Intellinetics (INLX) shareholders decide on say-on-pay and its frequency?

Stockholders approved, on an advisory and non-binding basis, the compensation of named executive officers. They also supported holding an advisory vote on executive compensation every three years, with the three-year option receiving more votes than the one-year and two-year alternatives.

Which auditing firm did Intellinetics (INLX) shareholders ratify for 2026?

Shareholders ratified the appointment of GBQ Partners LLC as the company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, confirming the Audit Committee’s selection for external financial statement auditing services during that period.

Filing Exhibits & Attachments

3 documents