FOXO Technologies Inc.
09/16/2025 | Press release | Distributed by Public on 09/16/2025 14:50
Proxy Results (Form 8-K)
Item 5.07 Submission of Matters to a Vote of Security Holders.
On September 10, 2025 (the "Record Date"), Rennova Health, Inc. (which is controlled by the Company's CEO) (the "Majority Stockholder"), a shareholder representing a majority of the voting control of FOXO Technologies Inc., a Delaware corporation (the "Company"), approved certain actions by written consent (the "Written Consent"). As of the Record Date, the Majority Stockholder held approximately 56.71% of the Company's voting rights directly or through proxy. Pursuant to the Written Consent, the Majority Stockholder approved:
| Item 1. | An amendment to the Company's Certificate of Incorporation, as amended (the "Certificate of Incorporation"), to increase the authorized shares of Class A Common Stock of the Company from 500,000,000 shares par value $0.0001 per share to 2,500,000,000 shares any time before March 31, 2026 (the "Authorized Increase") with the effective date to be determined at the sole discretion of the Company's Board of Directors, without further approval or authorization of the Company's stockholders before the filing of an amendment to the Certificate of Incorporation effecting the proposed Authorized Increase |
The Company will file a preliminary Information Statement on Schedule 14C with the U.S. Securities and Exchange Commission with respect to the matters approved by the Majority Stockholder (the "PRE 14C") and, as soon as it may do so, will mail the definitive Information Statement on Schedule 14C to its stockholders of record as of the Record Date. The items approved will then be effective 20 days after the mailing. Further detail regarding each of the items approved will be found in the PRE 14C.
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