UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported):
Commission
File No.
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of | (I.R.S. Employer | |
| incorporation or organization) | Identification No.) |
(Address of principal executive offices, zip code)
(Registrant’s telephone number, including area code)
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol | Name of each exchange on which registered | ||
| Over the Counter Bulletin Board |
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:
| Written communication 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) | ||
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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 Monday, August 31, 2026, Earth Science Tech, Inc., a Florida corporation (the “Company”), annual meeting of shareholders was held virtually. The following matters were submitted to a vote of the shareholders, the results of which were as follows:
Proposal 1 - Election of Directors:
Directors Elected by Holders of Class |
Votes Cast “FOR” | Votes Withheld | Broker non-Votes | |||
| Giorgio R. Saumat | 240,480,448 | 167,500 | 10,964,593 | |||
| Mario G. Tabraue | 240,467,447 | 167,500 | 10,964,593 | |||
| Ernesto L. Flores | 240,029,703 | 618,245 | 10,964,593 | |||
| Victoria Losada | 240,034,772 | 618,245 | 10,964,593 | |||
| Yovan Sanchez | 178,435,892 | 618,545 | 10,964,593 | |||
| Emiliano Curia | 240,049,204 | 618,545 | 10,964,593 | |||
| Jeff P.H. Cazeau | 240,049,504 | 618,245 | 10,964,593 |
Proposal 2 - Ratify the appointment of Semple, Marchal & Cooper, LLP as the Company’s independent registered public accounting firm for fiscal year ending March 31, 2027.
| Votes Cast “FOR” | Votes “AGAINST” | Votes “ABSTAIN” | Broker non-Votes | |||
| 251,434,584 | 117,281 | 208,573 | 0 |
Proposal 3 - Non-binding advisory vote to allow the Board of Directors to propose an offer to purchase and retire the Series B Preferred Stock.
| Votes Cast “FOR” | Votes “AGAINST” | Votes “ABSTAIN” | Broker non-Votes | |||
| 115,345,214 | 316,580 | 125,134,051 | 10,964,593 |
Proposal 4 - Non-binding advisory vote to pursue a reverse stock split to qualify for an uplisting.
| Votes Cast “FOR” | Votes “AGAINST” | Votes “ABSTAIN” | Broker non-Votes | |||
| 247,674,256 | 3,924,655 | 161,527 | 0 |
Proposal 5 - Non-binding advisory vote on executive compensation (Say-on-Pay).
| Votes Cast “FOR” | Votes “AGAINST” | Votes “ABSTAIN” | Broker non-Votes | |||
| 238,178,988 | 1,487,021 | 1,129,836 | 10,964,593 |
Proposal 6 - Non-binding advisory vote on the frequency of the future non-binding vote for executive compensation (Say-on-Frequency).
| 1 Year | 2 Years | 3 Years | Votes “ABSTAIN” | Broker non-Votes | ||||
| 13,866,081 | 143,979 | 226,172,786 | 612,999 | 10,964,593 |
Item 7.01 Regulation FD Disclosure
On September 1, 2026, the Company issued a press release (the “Release”) announcing the 2026 annual shareholder meeting results. A copy of the Release is attached hereto as Exhibit 99.1.
The information in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits – The following exhibits are filed as part of this report:
| Exhibit No. | Description | ||
| 99.1 | Press release issued by the registrant on September 1, 2026 | ||
| 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.
| EARTH SCIENCE TECH, INC. | ||
| Dated: September 1, 2026 | By: | /s/ Giorgio R. Saumat |
| Giorgio R. Saumat | ||
| Its: | CEO and Chairman of the Board | |