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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): June 26, 2026
Laser
Photonics Corporation
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-41515 |
|
84-3628771 |
| (State
of other jurisdiction |
|
(Commission |
|
(IRS
Employer |
| of
incorporation) |
|
File
Number) |
|
Identification
No.) |
| 250
Technology Park |
|
|
| Lake
Mary, FL |
|
32746 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (407) 804-1000
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol |
|
Name
of exchange on which registered |
| Common
Stock |
|
LASE |
|
The
NASDAQ Stock Market LLC |
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)) |
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.
A
special meeting of stockholders was held on June 26, 2026, to approve the Warrant Inducement Agreement dated March 15, 2026, and the
Warrant Inducement Agreement dated April 26, 2026.
There
were 38,568,263 shares of our common stock, par value $0.001 per share, outstanding and eligible to vote at the special meeting as of
the close of business on May 13, 2026, the record date for determining stockholders entitled to vote at the meeting. There were 14,300,930
shares of common stock, or 37.08% of the shares of common stock outstanding and entitled to vote at the special meeting, represented
at the meeting either in person or by proxy. The following tables show the votes cast by our stockholders and any abstentions with respect
to the matters presented to stockholders for a vote at the meeting:
March
15, 2026, Warrant Inducement Agreement
The
March 15, 2026, Warrant Inducement Agreement was approved by the following vote:
| FOR | |
AGAINST | |
ABSTAIN | |
BROKER NON-VOTES |
| 14,183,036 | |
106,775 | |
11,119 | |
— |
April
26, 2026, Warrant Inducement Agreement
The
April 26, 2026, Warrant Inducement Agreement was approved by the following vote:
| FOR | |
AGAINST | |
ABSTAIN | |
BROKER NON-VOTES |
| 14,146,320 | |
143,491 | |
11,119 | |
— |
There
were no broker non-votes for either of these matters.
Item
7.01. Regulation FD Disclosure.
On
June 30, 2026, the registrant (“Laser Photonics”) issued a press release announcing the results of the votes cast at its
special meeting of stockholders as set forth in Item 5.07, above, of this Current Report on Form 8-K. A copy of the press release
is attached hereto as Exhibit 99.1 and incorporated by reference herein.
In
accordance with General Instruction B.2 of this Current Report on Form 8-K, the information in this Item 7.01, including Exhibit 99.1,
shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing
under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by reference in such a filing.
Furthermore, the furnishing of information under Item 7.01 of this Current Report on Form 8-K is not intended to constitute a determination
by Laser Photonics that the information contained herein, including the exhibits hereto, is material or that the dissemination
of such information is required by Regulation FD.
Item
9.01 - Financial Statements and Exhibits.
(d)
Exhibits
| Exhibit
Number |
|
Description |
| 99.1 |
|
Press Release dated June 30, 2026 |
| 104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
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 thereunto duly authorized.
| Date:
June 30, 2026 |
LASER
PHOTONICS CORPORATION |
| |
|
|
| |
By: |
/s/
Ann Tewari |
| |
|
Ann
Tewari |
| |
|
Interim
President |
Exhibit 99.1
Laser
Photonics Announces Stockholder Approval of Warrant Inducement Agreements
Approval
at Special Meeting of Stockholders Satisfies the Stockholder Approval Condition, Permitting Exercise of the New Series A-5 and Series
A-6 Warrants
ORLANDO,
FL – June 30, 2026 – Laser Photonics Corporation (NASDAQ: LASE) (“Laser Photonics” or the “Company”),
a global leader in laser systems for industrial and defense applications, today announced that, at a special meeting of stockholders
held on June 26, 2026, its stockholders approved each of the Company’s previously disclosed Warrant Inducement Agreements, dated
March 15, 2026 and April 26, 2026.
Under
the terms of the Warrant Inducement Agreements, the new Series A-5 and Series A-6 common stock purchase warrants issued to participating
holders were exercisable only on or after the date the Company obtained stockholder approval, as required under applicable Nasdaq listing
rules. With stockholder approval now obtained, the condition to exercise contained in the Series A-5 and Series A-6 warrants has been
satisfied, and those warrants are now exercisable in accordance with their respective terms.
As
of the close of business on May 13, 2026, the record date for the special meeting, 38,568,263 shares of the Company’s common stock,
par value $0.001 per share, were outstanding and entitled to vote. Holders of 14,300,930 shares, or approximately 37.08% of the shares
outstanding and entitled to vote, were represented at the meeting in person or by proxy.
The
voting results for each proposal were as follows:
| Proposal | |
For | | |
Against | | |
Abstain | |
| Warrant Inducement Agreement dated March 15, 2026 | |
| 14,183,036 | | |
| 106,775 | | |
| 11,119 | |
| Warrant Inducement Agreement dated April 26, 2026 | |
| 14,146,320 | | |
| 143,491 | | |
| 11,119 | |
There
were no broker non-votes with respect to either proposal.
Additional
information regarding the special meeting and the final voting results is available in the Company’s Current Report on Form 8-K
filed with the U.S. Securities and Exchange Commission.
About
Laser Photonics Corporation
Laser
Photonics Corporation (NASDAQ: LASE) is a global leader in laser systems for industrial and defense applications. The Company develops
and manufactures advanced laser technologies used in cleaning, surface preparation, and precision material processing across demanding
operating environments. Laser Photonics serves a broad range of end markets, including defense and government, aerospace, energy, maritime,
automotive, and advanced manufacturing. Through a combination of internal development, strategic acquisitions, and partnerships, the
Company continues to expand its product portfolio and address new applications where performance, efficiency, and environmental considerations
are critical. For more information, please visit laserphotonics.com.
Cautionary
Note Concerning Forward-Looking Statements
This
press release contains forward-looking statements within the meaning of applicable securities laws. These statements are based on current
expectations as of the date of this press release and involve risks and uncertainties that may cause results to differ materially from
those indicated by these forward-looking statements. These forward-looking statements include, among other things, statements regarding
the exercisability of the Company’s Series A-5 and Series A-6 warrants following receipt of stockholder approval and the potential
issuance of shares of common stock upon any exercise of those warrants. These risks and uncertainties include, but are not limited to,
the impacts of federal government funding disruptions and shutdowns on our contracts, operations, capital-raising activities, and strategic
initiatives. We encourage readers to review the “Risk Factors” in our Registration Statement and other filings with the Securities
and Exchange Commission for a comprehensive understanding. Laser Photonics Corp. undertakes no obligation to revise or update any forward-looking
statements, except as required by applicable laws or regulations, to reflect events or circumstances after the date of this press release.
Investor
Relations Contact
Lucas
A. Zimmerman & Ian Scargill
MZ
Group - MZ North America
(262)
357-2918
LASE@mzgroup.us
www.mzgroup.us
