--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-23-064669" form_type: "8-K" ticker: "BOXL" cik: "0001624512" company_name: "Boxlight Corp" filed_at: "2023-05-25T23:59:59+00:00" generated_at: "2026-06-14T14:36:40.807968+00:00" event_type: "other_material" sentiment: "negative" materiality_score: 0.7 calibrated_materiality_score: 0.7 confidence: "high" source: SEC EDGAR --- # Boxlight stockholders approve reverse stock split; equity plan amendment fails ## Summary - Stockholders approved 1-for-8 reverse stock split to regain Nasdaq $1.00 minimum bid price compliance. - Proposal to increase 2021 Equity Incentive Plan shares by 7.5M was rejected (7.0M for, 13.2M against). - All seven director nominees elected; advisory say-on-pay passed; FORVIS LLP ratified as auditor. - Company has been non-compliant with Nasdaq bid price rule since July 2022; reverse split intended to cure delisting risk. ## SEC filing metadata - accession: 0001104659-23-064669 - form_type: 8-K - ticker: BOXL - cik: 0001624512 - company_name: Boxlight Corp - filed_at: 2023-05-25T23:59:59+00:00 - event_type: other_material - sentiment: negative - materiality_score: 0.7 - calibrated_materiality_score: 0.7 - confidence: high - sec_items: 5.07, 3.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1624512/000110465923064669/0001104659-23-064669-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1624512/000110465923064669/tm2317048d1_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-23-064669 - JSON: https://secwatch.observer/filing/0001104659-23-064669.json - Plain text: https://secwatch.observer/filing/0001104659-23-064669.txt ## Key facts - Listing & Compliance Notices Boxlight Corp received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2)). - Exchange: nasdaq - Notice: deficiency notice - Deficiency: minimum bid price - Rules: 5550(a)(2) source text: July 6, 2022, the Company received notice from the Listing Qualifications Department (the “Staff”) of the Nasdaq Stock Market LLC (“Nasdaq”) that the Company was no longer in compliance with Nasdaq Listing Rule 5550(a)(2) which requires the Company to maintain a minimum bid price of $1.00 per share (the “Bid Price Requirement”). Since then, the Company has yet to regain compliance with the Bid Price Requirement. As a result, following the Company’s Annual Meeting, held May 23, 2023, the Company’s board of directors approved conducting a 1-for-8 reverse stock split of both the authorized and ou evidence_url: https://www.sec.gov/Archives/edgar/data/1624512/000110465923064669/0001104659-23-064669-index.htm - Shareholder Votes Boxlight Corp shareholders approved Election of Directors at the 2023-05-23 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-05-23 source text: All of the following seven nominees were elected to the Company’s board of directors, in accordance with the voting results listed below, to serve for a term of one year, until the next Annual Meeting and until their successor have been duly elected and have qualified. evidence_url: https://www.sec.gov/Archives/edgar/data/1624512/000110465923064669/0001104659-23-064669-index.htm - Shareholder Votes Boxlight Corp shareholders approved Advisory Vote on the Company’s Executive Compensation at the 2023-05-23 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-05-23 source text: Stockholders approved (on an advisory basis) the Company’s executive compensation, in accordance with the voting results below. evidence_url: https://www.sec.gov/Archives/edgar/data/1624512/000110465923064669/0001104659-23-064669-index.htm - Shareholder Votes Boxlight Corp shareholders rejected Amendment to Increase the Authorized Shares Under the Company’s 2021 Equity Incentive Plan at the 2023-05-23 meeting. - Proposal: equity plan - Outcome: failed - Meeting: 2023-05-23 source text: Stockholders did not approve the amendment of the Company’s 2021 Equity Incentive Plan to increase the number of shares of Class A common stock available for issuance by 7,500,000 shares, in accordance with the voting results below. evidence_url: https://www.sec.gov/Archives/edgar/data/1624512/000110465923064669/0001104659-23-064669-index.htm - Shareholder Votes Boxlight Corp shareholders approved Ratification of the Company’s Independent Auditors at the 2023-05-23 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-05-23 source text: Stockholders ratified the appointment of FORVIS, LLP as the independent auditors for the fiscal year ending December 31, 2023, in accordance with the voting results below. evidence_url: https://www.sec.gov/Archives/edgar/data/1624512/000110465923064669/0001104659-23-064669-index.htm - Shareholder Votes Boxlight Corp shareholders approved Reverse Stock Split at the 2023-05-23 meeting. - Proposal: reverse split - Outcome: passed - Meeting: 2023-05-23 source text: The reverse stock split in the range of two (2) and not more than ten (10) shares, into one share of Class A common stock at any time prior to July 2, 2023 was approved by a majority of votes cast, but not by a majority of votes outstanding, in accordance with the voting results below. evidence_url: https://www.sec.gov/Archives/edgar/data/1624512/000110465923064669/0001104659-23-064669-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.