Item 5.07Item 5.07 - Submission of Matters to Vote
Item Submission
5.07 of Matters to a Vote of Security Holders.
Xtant
Medical Holdings, Inc. (the “Company”) held an Annual Meeting of Stockholders (the “Annual Meeting”) on August
7, 2026. As of the close of business on June 9, 2026, the record date for the Annual Meeting, there were 140,262,960 shares of the Company’s
common stock, par value $0.000001 per share (the “Common Stock”), outstanding and entitled to vote at the Annual Meeting.
Each share of Common Stock was entitled to one vote. Stockholders holding an aggregate of 104,456,998 shares of Common Stock entitled
to vote at the Annual Meeting, representing 74.47% of the outstanding shares of Common Stock as of the record date, and which constituted
a quorum thereof, were present in person or represented by proxy at the Annual Meeting.
At
the Annual Meeting, the Company’s stockholders considered three proposals, each of which is described in more detail in the Company’s
definitive proxy statement for the Annual Meeting as filed with the Securities and Exchange Commission
on June 23, 2026 (the “2026 Proxy Statement”). The final results of such stockholder voting on each proposal
brought before the Annual Meeting are set forth below:
Proposal Election
One - of Directors. The six nominees proposed by the Company’s Board of Directors were elected to serve as directors until the
next annual meeting of stockholders and until their respective successors have been duly elected and qualified by the following final
voting results:
───────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────
Votes Votes Broker
For Withheld Non-Votes
───────────────────────────────────────────────────────────────────
John 80,444,952 228,383 23,783,663
K. Bakewell
Jonn 79,698,307 975,028 23,783,663
R. Beeson
Sean 80,428,295 245,040 23,783,663
E. Browne
Abhinav 80,335,481 337,854 23,783,663
Jain
Tyler 80,450,301 223,034 23,783,663
P. Lipschultz
Stavros 79,590,709 1,082,626 23,783,663
G. Vizirgianakis
Proposal Ratification
Two - of Appointment of Independent Registered Public Accounting Firm. The Company’s stockholders ratified the appointment of
Grant Thornton LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026 by
the following final voting results:
────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────
Votes Votes Abstentions Broker
For Against Non-Votes
────────────────────────────────────────────────────────────
104,245,812 30,112 181,074 0
Proposal Advisory
Three - Vote on Executive Compensation. The Company’s stockholders approved, on an advisory basis, the compensation of the Company’s
executive officers named in the 2026 Proxy Statement by the following final voting results:
──────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────
Votes Votes Abstentions Broker
For Against Non-Votes
──────────────────────────────────────────────────────────────
79,416,901 1,030,090 226,344 23,783,663