false 0001648960 0001648960 2024-12-13 2024-12-13 0001648960 DATS:CommonStock0.0001ParValueMember 2024-12-13 2024-12-13 0001648960 DATS:SeriesWarrantsEachWarrantExercisableForOneShareOfCommonStockAtExercisePriceOf4.98Member 2024-12-13 2024-12-13 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) December 13, 2024

 

DATCHAT, INC.

(Exact name of registrant as specified in its charter)

 

Nevada   001-40729   47-2502264
(State or other jurisdiction
of incorporation)		   (Commission File Number)   (I. R. S. Employer
Identification No.)

 

204 Neilson Street

New Brunswick, NJ 08901

(Address of principal executive offices, including ZIP code)

 

(732) 374-3529

(Registrant’s telephone number, including area code)

 

Not Applicable

(Former name or former address, if changed since last report)

 

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, $0.0001 par value   DATS   The Nasdaq Stock Market LLC
Series A Warrants, each warrant exercisable for one share of Common Stock at an exercise price of $4.98   DATSW   The Nasdaq Stock Market LLC

 

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))

  

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 Security Holders.

 

On December 13, 2024,  DatChat, Inc. (the “Company”) held its 2024 annual meeting of shareholders (the “Annual Meeting”) for the purpose of holding a shareholder vote on Proposals 1, 2 and 3 set forth below. A total of 1,266,662 shares of the Company’s common stock constituting a quorum, were represented in person or by valid proxies at the Annual Meeting.

 

At the Annual Meeting, the Company’s shareholders (i) re-elected each of Darin Myman, Peter Shelus, Carly Luogameno, Joseph Nelson and Wayne Linsley as members of the Company’s board of directors to serve until the next annual meeting of shareholders or until their respective successors have been duly elected and qualified, or until such director’s earlier resignation, removal or death; (ii) ratified the appointment of Salberg & Company, P.A. (“Salberg”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024; and (iii) approved an amendment to the DatChat, Inc. Amended and Restated 2021 Omnibus Equity Incentive Plan (the “2021 Plan”) to increase the number of shares of common stock reserved for issuance thereunder to 600,000 shares from 300,000 shares (the “Plan Amendment”).

 

The final results for each of the matters submitted to a vote of shareholders at the Annual Meeting, as set forth in the Company’s Definitive Proxy Statement, filed with the Securities and Exchange Commission on October 25, 2024, are as follows:

 

Proposal 1. At the Annual Meeting, the terms of all current members of the Company’s board of directors expired. All of the five nominees for director were elected to serve until the next annual meeting of shareholders or until their respective successors have been duly elected and qualified, or until such director’s earlier resignation, removal or death. The result of the votes to elect the five directors were as follows:

 

Nominee   For   Withheld   Broker Non-Votes
Darin Myman   509,790   23,035   733,837
Peter Shelus   506,697   26,128   733,837
Carly Luogameno   462,524   70,301   733,837
Joseph Nelson   462,809   70,016   733,837
Wayne Linsley   443,786   89,039   733,837

 

 

Proposal 2. At the Annual Meeting, the shareholders approved the ratification of the appointment of Salberg as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024. The result of the votes to approve Salberg was as follows:

 

For     Against     Abstentions  
  1,237,711       22,527       6,424  
                     

 

Proposal 3. At the Annual Meeting, the shareholders approved an amendment to the 2021 Plan to increase the number of shares of common stock reserved for issuance thereunder to 600,000 shares from 300,000 shares. The result of the votes to approve the Plan Amendment was as follows:

 

For     Against     Abstentions     Broker Non-Votes  
  486,252       43,115       3,458       733,837  
                             

 

 

 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.

 

Date: December 13, 2024 DATCHAT, INC.
     
  By: /s/ Darin Myman
  Name: Darin Myman
  Title: Chief Executive Officer

 

 

 

 

 

v3.24.3
Cover
Dec. 13, 2024
Document Type 8-K
Amendment Flag false
Document Period End Date Dec. 13, 2024
Entity File Number 001-40729
Entity Registrant Name DATCHAT, INC.
Entity Central Index Key 0001648960
Entity Tax Identification Number 47-2502264
Entity Incorporation, State or Country Code NV
Entity Address, Address Line One 204 Neilson Street
Entity Address, City or Town New Brunswick
Entity Address, State or Province NJ
Entity Address, Postal Zip Code 08901
City Area Code (732)
Local Phone Number 374-3529
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company true
Elected Not To Use the Extended Transition Period false
Common stock, $0.0001 par value  
Title of 12(b) Security Common stock, $0.0001 par value
Trading Symbol DATS
Security Exchange Name NASDAQ
Series A Warrants, each warrant exercisable for one share of Common Stock at an exercise price of $4.98  
Title of 12(b) Security Series A Warrants, each warrant exercisable for one share of Common Stock at an exercise price of $4.98
Trading Symbol DATSW
Security Exchange Name NASDAQ
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