UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Securities Exchange Act of 1934
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1200 Route 22 East, Suite 2000
Bridgewater, NJ 08807
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Item 5.07 Submission of Matters to a Vote of Security Holders
On June 10, 2025, Tharimmune, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). A total of 1,129,458 shares of common stock, constituting a quorum, were represented in person or by valid proxies at the Annual Meeting. The final results for each of the matters submitted to a vote of stockholders at the Annual Meeting, as set forth in the Definitive Proxy Statement, filed with the Securities and Exchange Commission on April 30, 2025 are as follows:
Proposal 1. All of the seven (7) nominees for director were elected to serve until the 2026 Annual Meeting of Stockholders 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 seven (7) directors was as follows:
| Directors | For | Abstain | Broker Non-Votes | |||||||||
| Randy Milby | 480,332 | 296,465 | 352,661 | |||||||||
| Kelly Anderson | 643,768 | 133,028 | 352,662 | |||||||||
| Sireesh Appajosyula | 761,963 | 14,834 | 352,661 | |||||||||
| Sanam Parikh | 761,989 | 14,808 | 352,661 | |||||||||
| Vincent LoPriore | 761,986 | 14,811 | 352,661 | |||||||||
| Clay Kahler | 762,024 | 14,773 | 352,661 | |||||||||
| Gary Stetz | 760,126 | 16,671 | 352,661 | |||||||||
Proposal 2. The appointment of Rosenberg Rich Baker Berman P.A., as the Company’s independent registered public accounting firm for its fiscal year ended December 31, 2025 was ratified and approved by the stockholders by the votes set forth in the table below:
| For | Against | Abstain | ||
| 1,085,531 | 40,995 | 2,932 |
Proposal 3. The Tharimmune, Inc. Amended and Restated 2023 Omnibus Equity Incentive Plan was approved by the stockholders by the votes set forth in the table below:
| For | Against | Abstain | Broker Non-Votes | |||
| 435,460 | 339,548 | 1,789 | 352,661 |
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: June 10, 2025 |
Tharimmune, Inc. |
| /s/ Randy Milby | |
| Randy Milby | |
| Chief Executive Officer |