{"schema_version":"secwatch.filing_event.v1","accession":"0001213900-24-018047","form_type":"8-K","ticker":"GXAI","cik":"0001895618","company_name":"GAXOS.AI INC.","filed_at":"2024-02-28T23:59:59+00:00","discovered_at":"2026-05-14T18:03:26.264013+00:00","generated_at":"2026-06-05T09:40:12.713204+00:00","sec_items":["5.07"],"event_type":"other","sentiment":"neutral","materiality_score":0.55,"calibrated_materiality_score":0.55,"confidence":"high","headline":"Gaxos.ai shareholders approve reverse stock split authorization up to 1:20","bullets":["Reverse stock split authorized at ratio up to 1:20, must be completed by Feb 28, 2025.","Proposal passed with 5,625,190 votes for, 43,434 against, 7,667 abstain.","Shareholders also ratified Salberg & Company as independent auditor for FY2024 (5.6M for).","Adjournment proposal approved (5.6M for) if needed to solicit additional proxies."],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-24-018047","json":"https://secwatch.observer/filing/0001213900-24-018047.json","markdown":"https://secwatch.observer/filing/0001213900-24-018047.md","text":"https://secwatch.observer/filing/0001213900-24-018047.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1895618/000121390024018047/0001213900-24-018047-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1895618/000121390024018047/ea0200897-8k_gaxosaiinc.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-05T09:40:12.713204+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"6f59102401cf861c86cde907527652f22d161591","claim":"GAXOS.AI INC. shareholders approved Authorization for the adjournment of the Special Meeting if necessary or appropriate, including to solicit additional proxies. at the 2024-02-28 meeting.","evidence_excerpt":"Proposal No. 3 – At the Special Meeting, the shareholders approved the authorization for the adjournment of the Special Meeting if necessary or appropriate, including to solicit additional proxies in the event that there are not sufficient votes at the time of the Special Meeting or adjournment or postponement thereof to approve any of the foregoing proposals was approved. The voting results were as follows: Votes For Votes Against Abstentions 5,625,875 41,217 9,200","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1895618/000121390024018047/0001213900-24-018047-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2024-02-28"}],"fact_type":"shareholder_vote"},{"claim_id":"931ac357d0ae3d2019a7bc55f0dd5cd616b7a195","claim":"GAXOS.AI INC. shareholders approved Ratification of the appointment of Salberg & Company, P.A. as the independent public accountant for the fiscal year ending December 31, 2024. at the 2024-02-28 meeting.","evidence_excerpt":"Proposal No. 2 – At the Special Meeting, the shareholders approved the ratification of the appointment of Salberg & Company, P.A. as the Company’s independent public accountant for the fiscal year ending December 31, 2024. The voting results were as follows: Votes For Votes Against Abstentions 5,615,418 36,675 24,198","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1895618/000121390024018047/0001213900-24-018047-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"auditor ratification"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2024-02-28"}],"fact_type":"shareholder_vote"},{"claim_id":"dc0b5718d67b76a31c2c8dfa59082f2240c1333a","claim":"GAXOS.AI INC. shareholders approved Granting discretionary authority to the Board to amend the Certificate of Incorporation to effect a reverse stock split at a ratio from 1-for-2 up to 1-for-20. at the 2024-02-28 meeting.","evidence_excerpt":"Proposal No. 1 – At the Special Meeting, the shareholders approved granting discretionary authority to the Company’s Board of Directors to amend the Company’s Certificate of Incorporation to effect one or more consolidations of the Company’s issued and outstanding shares of common stock, pursuant to which the shares of common stock would be combined and reclassified into one share of common stock at a ratio within the range from 1-for-2 up to 1-for-20 (the “Reverse Stock Split”), provided that, (i) that the Company shall not effect Reverse Stock Splits that, in the aggregate, exceeds 1-for-20, and (ii) any Reverse Stock Split is completed no later than the first anniversary of the record date of the Special Meeting, or February 28, 2025. The voting results were as follows: Votes For Votes Against Abstentions 5,625,190 43,434 7,667","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1895618/000121390024018047/0001213900-24-018047-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"reverse split"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2024-02-28"}],"fact_type":"shareholder_vote"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}