false
0001360565
0001360565
2026-04-09
2026-04-09
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): April 9, 2026
WHERE
FOOD COMES FROM, INC.
(Exact
Name of Registrant as Specified in its Charter)
| Colorado |
|
001-40314 |
|
43-1802805 |
(State
or Other Jurisdiction
of
Incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
No.) |
| 202
6th Street, Suite
400 |
|
|
| Castle
Rock, Colorado |
|
80104 |
| (Address
of Principal Executive Offices) |
|
(Zip
Code) |
(303)
895-3002
(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 |
| Common
Stock, $0.001 par value |
|
WFCF |
|
The
NASDAQ Stock Market LLC |
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 Shareholders |
On
April 9, 2026, the Company held its 2026 Annual Meeting of Stockholders. Each proposal subject to a vote at the 2026 Annual Meeting was
described in detail in the Company’s 2026 Proxy Statement. With respect to each of the proposals the Company’s stockholders
voted as indicated below.
| 1.Election of Directors | |
For | | |
Withheld | |
| ● John Saunders | |
| 3,885,800 | | |
| 16,218 | |
| ● Leann Saunders | |
| 3,888,689 | | |
| 13,329 | |
| ● Peter C. Lapaseotes, Jr. | |
| 3,884,113 | | |
| 17,905 | |
| ● Adam Larson | |
| 3,888,269 | | |
| 13,749 | |
| ● Tom Heinen | |
| 3,893,751 | | |
| 8,267 | |
| ● Graeme P. Rein | |
| 3,893,501 | | |
| 8,517 | |
| |
| |
For | |
Against | |
Abstain |
| 2. |
To ratify the appointment of Haynie & Company as the independent registered public accounting firm of the Company for the year-ending December, 31 2025. | |
4,405,870 | |
12,024 | |
14,435 |
| |
| |
For | |
Against | |
Abstain |
| 3. |
To approve, by non-binding advisory vote, the compensation of the Company’s named executive officers. | |
3,861,757 | |
5,037 | |
35,224 |
| |
| |
1 Year | |
2 Year | |
3 Year | |
Abstain |
| 4. |
Recommendation, by non-binding advisory vote, the frequency of future advisory votes on executive compensation | |
438,166 | |
13,766 | |
3,412,172 | |
37,914 |
SIGNATURE
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.
| |
WHERE
FOOD COMES FROM, INC. |
| |
(Registrant) |
| |
|
| |
By:
|
/s/
Dannette Henning |
| Date:
April 10, 2026 |
|
Dannette
Henning |
| |
|
Chief
Financial Officer |