Sanara MedTech (SMTI) investors approve board, auditor and 3-year say-on-pay cycle

Rhea-AI Filing Summary

Sanara MedTech Inc. reported the results of its annual shareholder meeting, where 6,701,593 shares of common stock were represented. Shareholders elected nine directors, each to serve a one-year term ending at the 2027 annual meeting.

Investors also ratified Weaver and Tidwell, L.L.P. as independent auditor for the year ending December 31, 2026, and approved on an advisory basis the compensation of named executive officers. In a separate advisory vote, shareholders favored holding future say-on-pay votes every three years, and the board adopted this frequency until the expected vote at the 2029 annual meeting.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

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.

Key Figures

Shares represented: 6,701,593 shares Auditor ratification votes for: 6,696,035 votes Say-on-pay votes for: 5,280,546 votes +3 more

6 metrics

Shares represented 6,701,593 shares Common stock present or by proxy at the annual meeting

Auditor ratification votes for 6,696,035 votes For Weaver and Tidwell, L.L.P. as 2026 auditor

Say-on-pay votes for 5,280,546 votes Advisory approval of named executive officer compensation

Say-on-pay frequency three years 4,296,133 votes Votes favoring a three-year advisory vote frequency

One-year frequency votes 991,414 votes Support for annual advisory vote on executive compensation

Two-year frequency votes 51,146 votes Support for biennial advisory vote on executive compensation

Key Terms

broker non-votes, advisory basis, named executive officers, frequency of future advisory votes, +1 more

5 terms

broker non-votes financial

"Votes Cast For | | Votes Cast Against | | Abstentions | | Broker Non-Votes 5,280,546"

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.

advisory basis financial

"Approval, on an advisory basis, of the compensation of the Company’s named executive officers."

named executive officers financial

"Approval, on an advisory basis, of the compensation of the Company’s named executive officers."

Named executive officers are the senior company leaders whose names, roles and compensation are singled out in required regulatory filings; this typically includes the chief executive, chief financial officer and the next highest‑paid senior officers. Investors treat this list like a team roster — it shows who makes key decisions, how they are paid and whether incentives align with shareholder interests, so changes or pay patterns can signal governance quality, risk or strategic shifts.

frequency of future advisory votes financial

"Approval, on an advisory basis, of the frequency of future advisory votes on named executive officer compensation."

independent registered public accounting firm financial

"ratification of the appointment of Weaver and Tidwell, L.L.P. as the Company’s independent registered public accounting firm"

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.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Understanding 8-K Material Events →

false 0000714256 0000714256 2026-06-04 2026-06-04 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): June 4, 2026

SANARA MEDTECH INC.

(Exact name of registrant as specified in its charter)

Texas		001-39678		59-2219994
(State or other jurisdiction		(Commission		(IRS Employer
of incorporation)		File Number)		Identification No.)

1200 Summit Avenue, Suite 414 Fort Worth, Texas		76102
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (817) 529-2300

(Former name or former address, if changed since last report)

Not Applicable

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		SMTI		The Nasdaq Capital Market

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 June 4, 2026, Sanara MedTech Inc. (the “Company”) held its Annual Meeting of Shareholders (the “Annual Meeting”). A total of 6,701,593 shares of the Company’s common stock were present in person or represented by proxy at the Annual Meeting. The matters submitted for a vote and the related results are set forth below. A more detailed description of the proposals was included in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission (the “SEC”) on April 17, 2026, as supplemented on such date.

Proposal 1: Election of (i) Seth D. Yon, (ii) Ronald T. Nixon, (iii) Robert A. DeSutter, (iv) Roszell Mack III, (v) Eric D. Major, (vi) Keith G. Myers, (vii) Sara N. Ortwein, (viii) Ann Beal Salamone and (ix) Eric D. Tanzberger to the Board of Directors of the Company, each to serve for a one-year term until the annual meeting of shareholders to be held in 2027 and until his or her successor is elected and qualified.

Nominee		Votes Cast For		Votes Withheld		Broker Non-Votes
Seth D. Yon		5,390,547		14,240		1,296,806
Ronald T. Nixon		5,150,750		254,037		1,296,806
Robert A. DeSutter		5,076,342		328,445		1,296,806
Roszell Mack III		5,140,501		264,286		1,296,806
Eric D. Major		5,140,475		264,312		1,296,806
Keith G. Myers		5,295,749		109,038		1,296,806
Sara N. Ortwein		5,152,483		252,304		1,296,806
Ann Beal Salamone		5,133,487		271,300		1,296,806
Eric D. Tanzberger		5,139,360		265,427		1,296,806

Proposal 2: Ratification of the appointment of Weaver and Tidwell, L.L.P. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

Votes Cast For		Votes Cast Against		Abstentions
6,696,035		2,198		3,360

Proposal 3: Approval, on an advisory basis, of the compensation of the Company’s named executive officers.

Votes Cast For		Votes Cast Against		Abstentions		Broker Non-Votes
5,280,546		57,530		66,711		1,296,806

Proposal 4: Approval, on an advisory basis, of the frequency of future advisory votes on named executive officer compensation.

One Year		Two Years		Three Years		Abstentions		Broker Non-Votes
991,414		51,146		4,296,133		66,094		1,296,806

The proposals described above were acted upon by the Company’s shareholders at the Annual Meeting and received a sufficient number of votes to be approved.

Based on these results and consistent with the Company’s recommendation, the Board has determined that the Company will conduct future advisory votes on the compensation of the Company’s named executive officers every three years. This policy will remain in effect until the next shareholder vote on the frequency of advisory votes on executive compensation, which is expected to occur at the Company’s annual meeting of shareholders to be held in 2029.

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 hereunto duly authorized.

Date:	June 9, 2026
		Sanara MedTech Inc.
		By:	/s/ Elizabeth B. Taylor
		Name:	Elizabeth B. Taylor
		Title:	Chief Financial Officer

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL SCHEMA FILE 3.0 KB
• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB