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| (State or Other Jurisdiction of Incorporation) | (Commission File No.) | (IRS Employer Identification Number) |
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| (Address of Principal Executive Offices) | (Zip Code) |
| | 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)) |
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
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Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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Item 5.07
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Submission of Matters to a Vote of Security Holders.
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1.
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Approval of an amendment to the Company’s Amended and Restated Articles of Incorporation to increase the number of authorized shares of common stock from 75,000,000 to 1,500,000,000:
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For
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9,868,606
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Against
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2,389,059
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Abstentions
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179,207
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Item 9.01
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Financial Statements and Exhibits.
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Number
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Description
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3.1
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Certificate of Amendment of Amended and Restated Articles of Incorporation of the Company
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99.1
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Employment Agreement, dated as of May 27, 2026, by and between the Company and Lance Alstodt
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99.2
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Employment Agreement, dated as of May 27, 2026, by and between the Company and Robert E. Kristal
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document)
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Dated: May 29, 2026
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BIORESTORATIVE THERAPIES, INC.
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By:/s/ Robert Kristal
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Robert Kristal
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Chief Financial Officer
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