Submission of Matters to a Vote of Security Holders
Item 5.07 Submission of Matters to a Vote of Security Holders. On September 30, 2026, Smartbird, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on the five proposals set forth below.…
Filed Oct 1, 2026Accepted Oct 1, 2026, 4:21 PM EDTCIK 1653909Accession 0001437749-26-031745
Smartbird delivers dedicated AI infrastructure as a service, giving organizations the performance, control, and security of a private AI cluster without requiring them to finance, operate, or maintain the underlying infrastructure. Smartbird manages the entire lifecycle, from procurement and deployment to operations and hardware refreshes, so customers can focus on AI workloads, not AI infrastructure.
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Item 5.07Item 5.07 - Submission of Matters to Vote
Item 5.07 Submission of Matters to a Vote of Security Holders.
On September 30, 2026, Smartbird, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on the five proposals set forth below. A more detailed description of each proposal is set forth in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on August 11, 2026.
Proposal No. 1: To approve the election of the Class II directors to hold office until the 2029 Annual Meeting of Stockholders.
Director Votes For Withheld
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Daniel Kasun 24,767,216 35,207
Elizabeth Mora 24,766,024 36,399
Proposal No. 2: To approve an amendment to the Company’s 2021 Equity Incentive Plan (the “2021 Plan”) to increase the number of shares authorized for issuance under the plan.
Votes For Votes Against Abstained
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18,378,187 946,000 5,478,236
Proposal No. 3: To approve, for purposes of complying with Nasdaq Listing Rule 5635(d), of the issuance of shares of our Class A common stock representing more than 19.99% upon the conversion of certain Convertible Notes.
Votes For Votes Against Abstained
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24,725,914 72,874 3,635
Proposal No. 4: To ratify the selection of BPM LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.
Votes For Votes Against Abstained
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27,601,747 92,479 305,413
Proposal No. 5: To approve of one or more adjournments of the Annual Meeting from time to time, if necessary, to solicit additional proxies in the event that there are insufficient shares present virtually or represented by proxy voting in favor of the proposals presented at the meeting.
Votes For Votes Against Abstained
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26,605,116 1,352,622 41,901