false000160397800016039782025-06-122025-06-12

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) June 12, 2025

AquaBounty Technologies, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-36426

04-3156167

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

233 Ayer Road, Suite 4, Harvard, Massachusetts

(Address of principal executive offices)

01451

(Zip Code)

978-648-6000

(Registrant’s telephone number, including area code)

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

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:

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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, par value $0.001 per share

AQB

The NASDAQ Stock Market LLC

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    o

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.    o


Item 5.07. Submission of Matters to a Vote of Security Holders.

 

On June 12, 2025, AquaBounty Technologies, Inc. (the “Company”) held its Annual Meeting of Stockholders (“Annual Meeting”), which had been adjourned from its originally scheduled date of May 29, 2025, to consider and vote on the three proposals set forth below, each of which is described in greater detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 4, 2025. The final voting results are set forth below.

 

Proposal 1 – Election of Directors

 

The stockholders elected each person named below to serve as a director on the Board of Directors of the Company (the “Board”) for a one-year term of office until the next Annual Meeting, with each director to hold office until his or her successor is duly elected and qualified or until his or her earlier resignation or removal. The results of such vote were as follows:

Director Name

 

Votes For

 

 

Votes Withheld

 

 

Broker Non-Votes

Gail Sharps Myers

 

 

618,701

198,468

1,117,965

Christine St.Clare

600,268

216,901

1,117,965

Rick Sterling

613,110

204,059

1,117,965

Sylvia A. Wulf

587,783

229,386

1,117,965

 

Proposal 2 – Ratification of Appointment of Independent Registered Public Accounting Firm

 

The stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025. The results of such vote were as follows:

 

Votes For

 

Votes Against

 

Abstentions

Broker Non-Votes

1,731,746

72,542

130,846

0

 

 

Proposal 3 – Approval, on a Non-Binding, Advisory Basis, of the Compensation of the Company’s Named Executive Officers

 

The stockholders approved, on a non-binding, advisory basis, the compensation paid to the Company’s named executive officers. The results of such vote were as follows:

 

Votes For

 

Votes Against

 

Abstentions

Broker Non-Votes

521,179

214,230

81,760

1,117,965

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Description

104

Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).



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.

AquaBounty Technologies, Inc.

(Registrant)

Date: June 13, 2025

/s/ David A. Frank

David A. Frank

Interim Chief Executive Officer, Chief Financial Officer and Treasurer