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2025-11-14
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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): November 14, 2025
SYRA
HEALTH CORP.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-41822 |
|
85-4027995 |
| (State
or other jurisdiction |
|
(Commission |
|
(I.
R. S. Employer |
| of
incorporation) |
|
File
Number) |
|
Identification
No.) |
1119
Keystone Way N. #201
Carmel,
IN 46032
(Address
of principal executive offices, including zip code)
(463)
345-8950
(Registrant’s
telephone number, including area code)
Not
Applicable
(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:
| ☐ |
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, $0.001 par value |
|
SYRA |
|
OTCQB |
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
November 14, 2025, Syra Health Corp. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”).
A total of 15,848,410 shares of common stock (including 600,000 shares of Class B common stock with each share of Class B common stock
having 16.5 votes per share), constituting a quorum, were represented in person or by valid proxies at the Annual Meeting. The final
results for each of the matters submitted to a vote of stockholders at the Annual Meeting, as set forth in the Definitive Proxy Statement,
filed with the Securities and Exchange Commission on September 19, 2025 are as follows:
Proposal
1. All of the five (5) nominees for director were elected to serve until the 2026 Annual Meeting of Stockholders or until their respective
successors have been duly elected and qualified, or until such director’s earlier resignation, removal or death. The result of
the votes to elect the five (5) directors was as follows:
| Directors | |
For | | |
Against | | |
Abstain | | |
Broker
Non Vote | |
| Priya Prasad | |
9,093,067 | | |
- | | |
4,508,108 | | |
2,247,235 | |
| Dr. Vijayapal R. Reddy | |
9,091,897 | | |
- | | |
4,509,278 | | |
2,247,235 | |
| Dr. Ketan Paranjape | |
9,093,067 | | |
- | | |
4,508,108 | | |
2,247,235 | |
| Dr. Avutu S. Reddy | |
9,091,917 | | |
- | | |
4,509,258 | | |
2,247,235 | |
| Radhika Mereddy | |
8,897,555 | | |
- | | |
4,703,620 | | |
2,247,235 | |
Proposal
2. The appointment of M&K CPAs, PLLC, as the Company’s independent registered public accounting firm for its fiscal year
ended December 31, 2025 was ratified and approved by the stockholders by the votes set forth in the table below:
| For | | |
Against | | |
Abstain | | |
Broker
Non Vote | |
| 14,955,596 | | |
369,733 | | |
523,081 | | |
- | |
Proposal
3. The amendment to the Company’s Amended and Restated Certificate of Incorporation to delete Article IV, Section 4.2.8(D)
in its entirety which allows for the automatic conversion of Class B Common Stock upon death of a Class B stockholder was approved by
the stockholders by the votes set forth in the table below:
| For | | |
Against | | |
Abstain | | |
Broker
Non Vote | |
| 8,917,010 | | |
4,632,013 | | |
52,152 | | |
2,247,235 | |
Proposal
4. The amendment to Section 4.2.8 of the Company’s Amended and Restated Certificate of Incorporation to add immediate family
members, heirs, successors and assigns as parties to whom the Class B stockholder can transfer shares to without such Class B shares
being converted was approved by the stockholders by the votes set forth in the table below:
| For | | |
Against | | |
Abstain | | |
Broker
Non Vote | |
| 8,880,105 | | |
4,631,020 | | |
90,050 | | |
2,247,235 | |
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.
| |
SYRA
HEALTH CORP. |
| |
|
|
| Date:
November 14, 2025 |
By: |
/s/
Priya Prasad |
| |
|
Priya
Prasad |
| |
|
Interim
Chief Executive Officer and Chief Financial Officer |
