UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On April 28, 2026, BNB Plus Corp. (the “Company”) held a special meeting of stockholders (the “Special Meeting”). The following proposals were voted on and were approved by the Company’s stockholders at the Special Meeting with the stockholders having voted as set forth below:
I. To grant the Board of Directors (the “Board”) discretionary authority for 12 months to amend the Company’s Certificate of Incorporation to effect a reverse stock split of the Company’s outstanding and treasury shares of common stock, at a ratio in the range from one-for-five to one-for-thirty, with such specific ratio to be determined by the Company’s Board following the Special Meeting, while leaving the number of authorized shares of common stock unchanged (the “Reverse Split Proposal”).
| Votes For | Votes Against | Votes Abstained | ||
| 2,420,538 | 317,840 | 11,866 |
II. To approve an adjournment of the Special Meeting from time to time, if necessary or appropriate, including to solicit additional votes in favor of the Reverse Split Proposal if there are not sufficient votes at the time of the Special Meeting to adopt the Reverse Split Proposal or to establish a quorum.
| Votes For | Votes Against | Votes Abstained | ||
| 2,400,755 | 314,899 | 34,590 |
Each of the foregoing voting results from the Special Meeting is final. Based on the foregoing votes, each of the proposals was approved.
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.
| BNB Plus Corp. | ||
| Date: April 29, 2026 | By: | /s/ Clay Shorrock |
| Name: | Clay Shorrock | |
| Title: | Chief Executive Officer | |