---
schema_version: "secwatch.filing_event.v1"
accession: "0001079973-23-000836"
form_type: "8-K"
ticker: "CFOR"
cik: "0001293818"
company_name: "CapForce Inc."
filed_at: "2023-06-07T23:59:59+00:00"
generated_at: "2026-06-14T05:40:43.699956+00:00"
event_type: "other_material"
sentiment: "negative"
materiality_score: 0.65
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# OpGen shareholders reject say-on-pay; directors elected despite majority withheld votes

## Summary
- Say-on-pay rejected: 420,856 AGAINST vs 190,077 FOR (68.9% against).
- All six director nominees received more withheld than for votes; e.g., Rhodes 243,133 FOR vs 382,016 WITHHELD.
- Ratification of UHY LLP as auditor approved with 1,347,326 FOR (68.4% of votes cast).
- Meeting held June 7, 2023; 1,968,200 shares represented (35.7% of outstanding).

## SEC filing metadata
- accession: 0001079973-23-000836
- form_type: 8-K
- ticker: CFOR
- cik: 0001293818
- company_name: CapForce Inc.
- filed_at: 2023-06-07T23:59:59+00:00
- event_type: other_material
- sentiment: negative
- materiality_score: 0.65
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1293818/000107997323000836/0001079973-23-000836-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1293818/000107997323000836/opgen_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001079973-23-000836
- JSON: https://secwatch.observer/filing/0001079973-23-000836.json
- Plain text: https://secwatch.observer/filing/0001079973-23-000836.txt

## Key facts
- Shareholder Votes
  CapForce Inc. shareholders approved Election of Directors at the 2023-06-07 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-06-07
  source text: 1. Proposal 1 - Election of Directors . The election of the following named persons to serve as directors of the Company until the 2024 Annual Meeting of Stockholders or until their successors are elected and qualified. The votes cast were as follows: Nominee For Vote Withheld Broker Non-Votes William E. Rhodes, III 243,133 382,016 1,343,051 Mario Crovetto 250,803 374,346 1,343,051 R. Donald Elsey 247,334 377,815 1,343,051 Prabhavathi Fernandes, Ph.D. 247,589 377,560 1,343,051 Oliver Schacht, Ph.D. 222,773 402,376 1,343,051 Yvonne Schlaeppi 293,577 331,572 1,343,051
  evidence_url: https://www.sec.gov/Archives/edgar/data/1293818/000107997323000836/0001079973-23-000836-index.htm
- Shareholder Votes
  CapForce Inc. shareholders approved Ratification of Independent Accounting Firm at the 2023-06-07 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-06-07
  source text: 3. Proposal 3 - Ratification of Independent Accounting Firm . The Company’s stockholders ratified the appointment of UHY LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023, based on the following voting results: 1,347,326 votes FOR the proposal 337,259 votes AGAINST the proposal 283,615 votes ABSTAIN 0 votes Broker Non-Votes
  evidence_url: https://www.sec.gov/Archives/edgar/data/1293818/000107997323000836/0001079973-23-000836-index.htm
- Shareholder Votes
  CapForce Inc. shareholders rejected Advisory Vote on Executive Compensation (Say on Pay) at the 2023-06-07 meeting.
  - Proposal: say on pay
  - Outcome: failed
  - Meeting: 2023-06-07
  source text: 2. Proposal 2 - Advisory Vote on Executive Compensation (Say on Pay) . On a non-binding advisory basis, the Company's stockholders did not approve the compensation of the Company's named executive officers for 2022, based on the following voting results: 190,077 votes FOR the proposal 420,856 votes AGAINST the proposal 14,216 votes ABSTAIN 1,343,051 votes Broker Non-Votes
  evidence_url: https://www.sec.gov/Archives/edgar/data/1293818/000107997323000836/0001079973-23-000836-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.