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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): May 21, 2025

 

 

The Joint Corp.

(Exact name of registrant as specified in its charter)

 

 

Delaware  001-36724  90-0544160
(State or other jurisdiction of incorporation)  (Commission file number)  (IRS employer identification number)

 

 

16767 N. Perimeter Drive, Suite 110

Scottsdale, AZ 85260

(Address of principal executive offices)(Zip code)

 

Registrant’s telephone number, including area code:

(480) 245-5960

 

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligations 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))

 

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, $0.001 Par Value Per Share JYNT The NASDAQ Capital 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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 5.07Submission of Matters to a Vote of Security Holders.

 

Our 2025 annual meeting of stockholders was held on May 21, 2025. Set forth below is a brief description of each matter voted on at the meeting and the final voting results.

 

Proposal 1. The election to our Board of Directors of seven nominees for director to serve for the term expiring on the date of the next annual meeting of stockholders in 2026 or until his or her successors are elected and qualified. In accordance with the results below, each nominee was elected to serve as a director.

 

  Votes For Votes Against Abstentions Broker Non-Votes
Matthew E. Rubel 10,607,634 551,566 24,818 2,064,465
Ronald V. DaVella 10,202,947 956,548 24,523 2,064,465
Suzanne M. Decker 10,711,197 470,899 1,922 2,064,465
Jefferson Gramm 10,715,080 466,620 2,318 2,064,465
Christopher M. Grandpre 10,750,368 430,889 2,761 2,064,465
Abraham Hong 10,742,999 434,657 6,362 2,064,465
Sanjiv Razdan 10,744,887 437,013 2,118 2,064,465

 

Proposal 2. The approval, on an advisory basis, of the compensation of our named executive officers. In accordance with the results below, the compensation of our named executive officers was approved.

 

Votes For

 

Votes Against Abstentions Broker Non-Votes
10,660,986 512,258 10,774 2,064,465

 

Proposal 3. The ratification of the appointment of BDO USA, P.C. as our independent registered public accounting firm for the year ending December 31, 2025. In accordance with the results below, the appointment of BDO USA, P.C. was ratified.

 

Votes For Votes Against Abstentions
12,740,473 505,563 2,447

 

Item 9.01Financial Statements and Exhibits.

 

(d)       Exhibits

 

Exhibit Number   Description
     
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)
   

 

 

 

 

Signature

 

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: May 21, 2025

 

 

  The Joint Corp.
     
  By /s/ Sanjiv Razdan
    Sanjiv Razdan
    President and Chief Executive Officer