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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): October 14, 2025
SHARPS
TECHNOLOGY, INC.
(Exact
name of registrant as specified in its charter)
| Nevada |
|
001-41355 |
|
82-3751728 |
(State
or other jurisdiction of
incorporation
or organization) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
105
Maxess Road, Suite 124,
Melville,
NY 11747
(Address
of principal executive office) (Zip Code)
(631)
574-4436
(Registrants’
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 |
| Common
Stock, par value $0.0001 |
|
STSS |
|
Nasdaq
Capital Market |
| Common
Stock Purchase Warrants |
|
STSSW |
|
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
October 14, 2025, Sharps Technology, Inc. (the “Company”) held a special meeting of stockholders (the “Special Meeting”)
of the Company’s 26,600,848 shares of common stock issued and outstanding and eligible to vote as of the record date of September
16, 2025, of which 17,779,090 shares, representing approximately 66.9% of the eligible shares and constituting a quorum, were present
in person or represented by proxy. Each of the matters set forth below is described in detail in the proxy statement filed with the Securities
and Exchange Commission on September 23, 2025. The following actions were taken at the Special Meeting:
| 1. |
The
Company’s stockholders elected Annemarie Tierney, to serve as a director of the Company until her successor is duly elected
and qualified at the 2026 annual meeting of stockholders or until her earlier resignation or removal. The number of shares that were
voted for the election of the director, that were withheld for the election of the director, and the number of broker non-votes for
the director is summarized in the table below: |
| Director Nominee | |
Votes For | | |
Votes Withheld | | |
Broker Non-Votes | |
| Annemarie Tierney | |
| 17,770,289 | | |
| 8,801 | | |
| 0 | |
| 2. |
Proxies
were solicited on behalf of the Board and a vote by ballot was taken for and against the approval, in accordance with Nasdaq Listing
Rule 5635(a), of the issuance of 49,673,120 shares of the Company’s common stock upon the exercise of: (i) Cryptocurrency Pre-Funded
Warrants to purchase 24,836,560 shares of common stock, and (ii) Cryptocurrency Stapled Warrants to purchase 24,836,560 shares of
common stock. The number of shares that voted for, against, and abstained from voting for this proposal, and the number of broker
non-votes, is summarized in the table below: |
| |
Votes For | | |
Votes Against | |
Votes Abstained | | |
Broker Non-Votes |
|
| |
| 17,750,927 | | |
27,713 | |
| 450 | | |
0 |
|
Proposal
No. 2 was approved with the votes casted in favor of the action exceeding the votes casted against the action.
| 3. |
Proxies
were solicited on behalf of the Board and a vote by ballot was taken for and against the approval, in accordance with Nasdaq Listing
Rule 5635(a), of the issuance of 6,321,367 shares of the Company’s common stock upon the exercise of the warrants issued to
Sol Markets to purchase shares of Company’s common stock. The number of shares that voted for, against, and abstained from
voting for this proposal is summarized in the table below: |
| |
Votes For | | |
Votes Against | |
Votes Abstained | | |
Broker Non-Votes |
|
| |
| 17,743,259 | | |
35,546 | |
| 285 | | |
0 |
|
Proposal
No. 3 was approved with the votes casted in favor of the action exceeding the votes casted against the action.
| 4. |
Proxies
were solicited on behalf of the Board and a vote by ballot was taken for such other business that is properly presented at the Special
Meeting and the adjournment of the Special Meeting to the extent there were insufficient proxies at the Special Meeting to approve
any one or more of the foregoing proposals. The number of shares that voted for, against, and abstained from voting for this proposal
is summarized in the table below: |
| |
Votes For | | |
Votes Against | | |
Votes Abstained | | |
Broker Non-Votes |
|
| |
| 16,802,916 | | |
| 51,835 | | |
| 924,339 | | |
0 |
|
Proposal
No. 4 was approved with the votes casted in favor of the action exceeding the votes casted against the action.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits. The following exhibits are filed as part of this report:
| Exhibit
No. |
|
Description |
| 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.
| |
Sharps
Technology, Inc. |
| |
|
|
| Dated:
October 15, 2025 |
By: |
/s/
Paul K. Danner |
| |
Name: |
Paul
K. Danner |
| |
Title: |
Principal
Executive Officer |