Form 8-K - Current report

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

August 10, 2023

Date of Report (date of earliest event reported)

APYX MEDICAL CORPORATION

(Exact name of registrant as specified in its charter)


Delaware	0-12183	11-2644611
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

5115 Ulmerton Road, Clearwater, Florida 33760

(Address of principal executive offices, zip code)

(727) 384-2323

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 (see General Instruction A.2. below):

☐ 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	APYX	Nasdaq Global Select Market

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 August 10, 2023, the following proposals were submitted to the stockholders of Apyx Medical Corporation (the “Company”) at its annual meeting of stockholders: (1) the election of eight (8) directors; (2) the ratification of RSM US LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023; and (3) the approval of the Company’s 2023 Share Incentive Plan. The proposals are described in more detail in the Company’s Definitive Proxy Statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on June 23, 2023.

The following are the final voting results for each proposal.



Proposal 1:	The Company’s stockholders elected each of the following eight (8) directors to serve on the Board of Directors of the Company until their respective successors have been duly elected and qualified, by the following vote:

	Name	Number of Votes Cast in Favor	Number of Votes Cast Against	Number of Votes Abstained

	Andrew Makrides	18,748,227	224,464	16,442

	Charles D. Goodwin	18,952,000	21,091	16,042

	John Andres	18,725,266	136,424	127,443

	Michael Geraghty	18,739,231	122,377	127,525

	Lawrence J. Waldman	18,739,489	122,121	127,523

	Craig Swandal	18,809,417	52,193	127,523

	Minnie Baylor-Henry	18,739,671	122,019	127,443

	Wendy Levine	18,806,895	55,195	127,043

Proposal 2:

The Company’s stockholders ratified the appointment of RSM US LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023 by the following vote:

Number of Votes
Cast in Favor

Number of Votes
Cast Against

Number of Votes
Abstained

24,542,917

26,534

53,343

Proposal 3:

The Company’s stockholders approved the Company’s 2023 Share Incentive Plan by the following vote:

Number of Votes
Cast in Favor

Number of Votes
Cast Against

Number of Votes
Abstained

15,970,459

1,405,162

1,613,512

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: August 16, 2023	Apyx Medical Corporation





	By:	/s/ Tara Semb
		Tara Semb
		Chief Financial Officer, Secretary and Treasurer

Cover Page	Aug. 10, 2023
Cover [Abstract]
Document Type	8-K
Document Period End Date	Aug. 10, 2023
Entity Registrant Name	APYX MEDICAL CORP
Entity Address, Address Line One	5115 Ulmerton Road
Entity Address, City or Town	Clearwater
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33760
City Area Code	727
Local Phone Number	384-2323
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity File Number	0-12183
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	11-2644611
Title of 12(b) Security	Common Stock
Trading Symbol	APYX
Security Exchange Name	NASDAQ
Entity Central Index Key	0000719135
Amendment Flag	false