UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Securities registered pursuant to Section 12(b) of the Act:
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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).
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On February 25, 2025, the 2025 Special Meeting of the Company was held. At the 2025 Special Meeting, the Company’s stockholders voted on (i) ratification of the appointment of Salberg & Company as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025 (Proposal 1); (ii) approval of a waiver of the provision that certain warrants are only exercisable 180 days after issuance (Proposal 2); and (iii) approval of an adjournment of the 2025 Special Meeting to a later date or time, if necessary, to permit further solicitation and vote of proxies if there are not sufficient votes at the time of the 2025 Special Meeting to approve any of the proposals presented for a vote at the 2025 Special Meeting (Proposal 3), all as described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on January 17, 2025.
Set forth below are the voting results on each matter submitted to the stockholders at the 2025 Special Meeting.
Proposal 1. The Company’s stockholders voted to ratify the appointment of Salberg & Company as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025.
| Votes For | Votes Against | Abstentions |
| 7,794,841 | 120,634 | 108,280 |
Proposal 2. The Company’s stockholders voted to approve a waiver of the provision that certain warrants are only exercisable 180 days after issuance.
| Votes For | Votes Against | Abstentions |
| 2,921,261 | 118,918 | 21,271 |
As there were sufficient votes to approve proposals 1 and 2, proposal 3 was moot.
Item 8.01 Other Events.
On February 26, 2025, the Company issued 1,224,606 to various warrant holders who exercised their warrants at an exercise price of $1.99. The Company received gross proceeds in the aggregate amount of $2,436,966 as a result of the warrant exercises. The shares of common stock issued are fully registered under the Registration Statement on Form S-1 (SEC Registration Number 333-283494).
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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.
| Unusual Machines, Inc. | ||
| Date: February 27, 2025 | By: | /s/ Brian Hoff |
| Name: | Brian Hoff | |
| Title: | Chief Financial Officer | |
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