{"schema_version":"secwatch.filing_event.v1","accession":"0001213900-26-063630","form_type":"8-K","ticker":"MEHA","cik":"0001837254","company_name":"Functional Brands Inc.","filed_at":"2026-06-01T22:08:45+00:00","discovered_at":"2026-06-02T10:05:00.256015+00:00","generated_at":"2026-06-02T10:05:43.570730+00:00","sec_items":["5.07"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.75,"calibrated_materiality_score":0.75,"confidence":"high","headline":"Shareholders approve reverse stock split up to 1:250; 2026 equity plan also OK'd","bullets":["Special meeting held June 1, 2026; quorum 35.93% (7,874,310 of 21,912,868 shares).","Proposal 1: Reverse stock split amendment approved: 4,492,117 FOR, 3,361,162 AGAINST, 21,031 abstain.","Board may set ratio from 1:2 to 1:250 at any time within one year of the meeting.","Proposal 2: 2026 Equity Incentive Plan approved: 4,613,683 FOR, 1,527,837 AGAINST, 58,670 abstain, 1,732,790 broker non-votes.","Record date for voting was April 16, 2026."],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-26-063630","json":"https://secwatch.observer/filing/0001213900-26-063630.json","markdown":"https://secwatch.observer/filing/0001213900-26-063630.md","text":"https://secwatch.observer/filing/0001213900-26-063630.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1837254/000121390026063630/0001213900-26-063630-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1837254/000121390026063630/ea0293095-8k_functional.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-02T10:05:43.570730+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":"64730b9dfa4b0034c777898d3f1a4d61023a718b","claim":"Functional Brands Inc. shareholders approved Approval of the Functional Brands Inc. 2026 Equity Incentive Plan at the 2026-06-01 meeting.","evidence_excerpt":"Proposal No. 2: Approval of the Functional Brands Inc. 2026 Equity Incentive Plan The second proposal was the approval of the Functional Brands Inc. 2026 Equity Incentive Plan. The vote on the proposal was as follows: FOR AGAINST ABSTAIN BROKER NON-VOTE 4,613,683 1,527,837 58,670 1,732,790 Proposal No. 2 was approved by a majority of the votes cast.","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1837254/000121390026063630/0001213900-26-063630-index.htm","confidence":0.9},{"claim_id":"ea9ee98c1c9a2cc218fdff1d0cf6e133e0fc7669","claim":"Functional Brands Inc. shareholders approved Approval of an Amendment to the Company’s Certificate of Incorporation to Effect a Reverse Stock Split at the 2026-06-01 meeting.","evidence_excerpt":"Proposal No. 1: Approval of an Amendment to the Company’s Certificate of Incorporation to Effect a Reverse Stock Split To approve the fifth amendment to the Company’s Certificate of Incorporation, as amended, in the form attached to the Proxy Statement as Annex A, to, at the discretion of our Board of Directors (the “Board”), effect a reverse stock split of our issued and outstanding shares of common stock, par value $0.00001 per share (the “Common Stock”), at any time prior to the one-year anniversary date of the Special Meeting, at a ratio, ranging from one-for-two (1:2) to one-for-two hundred fifty (1:250), with the exact ratio to be set within that range at the discretion of the Board without further approval or authorization of our stockholders. The vote on the proposal was as follows: FOR AGAINST ABSTAIN BROKER NON-VOTE 4,492,117 3,361,162 21,031 n/a The proposal was approved by a majority of the votes cast.","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1837254/000121390026063630/0001213900-26-063630-index.htm","confidence":0.9}],"comparable_filings":[{"accession":"0001891101-26-000032","ticker":"BRCC","company_name":"BRC Inc.","filed_at":"2026-06-02T10:18:43+00:00","headline":"BRCC regains NYSE minimum share price compliance; reverse split approved but not needed","event_type":"other_material","sec_items":["5.07","7.01","9.01"],"materiality_score":0.7,"calibrated_materiality_score":0.7,"match_reasons":["same fact type: shareholder_vote","same SEC item: 5.07","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001891101-26-000032","json":"https://secwatch.observer/filing/0001891101-26-000032.json","markdown":"https://secwatch.observer/filing/0001891101-26-000032.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1891101/000189110126000032/0001891101-26-000032-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1891101/000189110126000032/brcc-20260528.htm"},"side_by_side_evidence":{"fact_type":"shareholder_vote","source_excerpt":"Proposal No. 2: Approval of the Functional Brands Inc. 2026 Equity Incentive Plan The second proposal was the approval of the Functional Brands Inc. 2026 Equity Incentive Plan. The vote on the proposal was as follows: FOR AGAINST ABSTAIN BROKER NON-VOTE 4,613,683 1,527,837 58,670 1,732,790 Proposal No. 2 was approved by a majority of the votes cast.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1837254/000121390026063630/0001213900-26-063630-index.htm","comparable_excerpt":"Proposal 2. Ratification of the Appointment of the Independent Registered Public Accountants The stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The voting results were as follows: For Against Abstain Broker Non-Votes 144,256,280 1,491,239 195,288 0","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1891101/000189110126000032/0001891101-26-000032-index.htm"}},{"accession":"0001750155-26-000080","ticker":"CWBHF","company_name":"Charlotte's Web Holdings, Inc.","filed_at":"2026-06-01T21:13:23+00:00","headline":"Charlotte's Web appoints BAT GC to board, closes debt conversion & US$10M investment","event_type":"other_material","sec_items":["5.02","5.07","8.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: shareholder_vote","same SEC item: 5.07","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001750155-26-000080","json":"https://secwatch.observer/filing/0001750155-26-000080.json","markdown":"https://secwatch.observer/filing/0001750155-26-000080.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1750155/000175015526000080/0001750155-26-000080-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1750155/000175015526000080/cweb-20260528.htm"},"side_by_side_evidence":{"fact_type":"shareholder_vote","source_excerpt":"Proposal No. 2: Approval of the Functional Brands Inc. 2026 Equity Incentive Plan The second proposal was the approval of the Functional Brands Inc. 2026 Equity Incentive Plan. The vote on the proposal was as follows: FOR AGAINST ABSTAIN BROKER NON-VOTE 4,613,683 1,527,837 58,670 1,732,790 Proposal No. 2 was approved by a majority of the votes cast.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1837254/000121390026063630/0001213900-26-063630-index.htm","comparable_excerpt":"Proposal No. 1: To set the number of directors of the Company at six. The shareholders ratified the setting of the number of directors of the Company at six (6) directors. Votes For Votes Against Abstain 95,340,748 1,172,764 0","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1750155/000175015526000080/0001750155-26-000080-index.htm"}},{"accession":"0001213900-26-063486","ticker":"MDAI","company_name":"Spectral AI, Inc.","filed_at":"2026-06-01T20:01:42+00:00","headline":"Spectral AI gets FDA clearance for DeepView burn indication; targets first commercial sales by year-end 2026","event_type":"other_material","sec_items":["5.07","7.01","9.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: shareholder_vote","same SEC item: 5.07","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-26-063486","json":"https://secwatch.observer/filing/0001213900-26-063486.json","markdown":"https://secwatch.observer/filing/0001213900-26-063486.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1833498/000121390026063486/0001213900-26-063486-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1833498/000121390026063486/ea0292962-8k_spectral.htm"},"side_by_side_evidence":{"fact_type":"shareholder_vote","source_excerpt":"Proposal No. 2: Approval of the Functional Brands Inc. 2026 Equity Incentive Plan The second proposal was the approval of the Functional Brands Inc. 2026 Equity Incentive Plan. The vote on the proposal was as follows: FOR AGAINST ABSTAIN BROKER NON-VOTE 4,613,683 1,527,837 58,670 1,732,790 Proposal No. 2 was approved by a majority of the votes cast.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1837254/000121390026063630/0001213900-26-063630-index.htm","comparable_excerpt":"The stockholders voted at the Annual Meeting to approve the Hudson Bay Proposal. Votes For Votes Against Abstentions Broker Non-Votes 9,272,055 1,838,069 134,311 6,023,135","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1833498/000121390026063486/0001213900-26-063486-index.htm"}},{"accession":"0001140361-24-026875","ticker":"HNI","company_name":"HNI CORP","filed_at":"2024-05-20T23:59:59+00:00","headline":"HNI to close Hickory plant, consolidates production; charges $10.3M, saves ~$11M annually","event_type":"other_material","sec_items":["2.05","2.06","5.07","9.01"],"materiality_score":0.7,"calibrated_materiality_score":0.7,"match_reasons":["same fact type: shareholder_vote","same SEC item: 5.07","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001140361-24-026875","json":"https://secwatch.observer/filing/0001140361-24-026875.json","markdown":"https://secwatch.observer/filing/0001140361-24-026875.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/48287/000114036124026875/0001140361-24-026875-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/48287/000114036124026875/ef20029475_8k.htm"},"side_by_side_evidence":{"fact_type":"shareholder_vote","source_excerpt":"Proposal No. 2: Approval of the Functional Brands Inc. 2026 Equity Incentive Plan The second proposal was the approval of the Functional Brands Inc. 2026 Equity Incentive Plan. The vote on the proposal was as follows: FOR AGAINST ABSTAIN BROKER NON-VOTE 4,613,683 1,527,837 58,670 1,732,790 Proposal No. 2 was approved by a majority of the votes cast.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1837254/000121390026063630/0001213900-26-063630-index.htm","comparable_excerpt":"Proposal No. 2 – Ratification of KPMG LLP as the Corporation’s Independent Registered Public Accounting Firm for Fiscal 2024. The Corporation’s shareholders ratified the selection of KPMG LLP as the Corporation’s independent registered public accounting firm for the fiscal year ending December 28, 2024, with votes as follows: %For 1 For Against Abstain 99.33% 41,551,173.283 281,975.938 62,933.098 1 Percentage of votes cast, which excludes abstentions (in accordance with Iowa law).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/48287/000114036124026875/0001140361-24-026875-index.htm"}},{"accession":"0001493152-24-020372","ticker":"YYAI","company_name":"AIRWA INC.","filed_at":"2024-05-17T23:59:59+00:00","headline":"Connexa shareholders approve acquisition of YYEM, change-in-control and Slinger Bag spin-off","event_type":"other_material","sec_items":["5.07","8.01","9.01","7.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: shareholder_vote","same SEC item: 5.07","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-24-020372","json":"https://secwatch.observer/filing/0001493152-24-020372.json","markdown":"https://secwatch.observer/filing/0001493152-24-020372.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1674440/000149315224020372/0001493152-24-020372-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1674440/000149315224020372/form8-k.htm"},"side_by_side_evidence":{"fact_type":"shareholder_vote","source_excerpt":"Proposal No. 2: Approval of the Functional Brands Inc. 2026 Equity Incentive Plan The second proposal was the approval of the Functional Brands Inc. 2026 Equity Incentive Plan. The vote on the proposal was as follows: FOR AGAINST ABSTAIN BROKER NON-VOTE 4,613,683 1,527,837 58,670 1,732,790 Proposal No. 2 was approved by a majority of the votes cast.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1837254/000121390026063630/0001213900-26-063630-index.htm","comparable_excerpt":"Proposal Three: Share Exchange Proposal To approve the issuance of shares of our common stock pursuant to that certain Share Exchange Agreement dated March 18, 2024","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1674440/000149315224020372/0001493152-24-020372-index.htm"}},{"accession":"0001079973-26-000763","ticker":"DUOT","company_name":"DUOS TECHNOLOGIES GROUP, INC.","filed_at":"2026-06-02T12:30:17+00:00","headline":"Duos Tech annual meeting: all five director nominees elected, auditor ratified","event_type":"other_material","sec_items":["5.07","9.01"],"materiality_score":0.3,"calibrated_materiality_score":0.15,"match_reasons":["same fact type: shareholder_vote","same SEC item: 5.07","same event type: other_material"],"urls":{"canonical":"https://secwatch.observer/filing/0001079973-26-000763","json":"https://secwatch.observer/filing/0001079973-26-000763.json","markdown":"https://secwatch.observer/filing/0001079973-26-000763.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1396536/000107997326000763/0001079973-26-000763-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1396536/000107997326000763/duot_8k.htm"},"side_by_side_evidence":{"fact_type":"shareholder_vote","source_excerpt":"Proposal No. 2: Approval of the Functional Brands Inc. 2026 Equity Incentive Plan The second proposal was the approval of the Functional Brands Inc. 2026 Equity Incentive Plan. The vote on the proposal was as follows: FOR AGAINST ABSTAIN BROKER NON-VOTE 4,613,683 1,527,837 58,670 1,732,790 Proposal No. 2 was approved by a majority of the votes cast.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1837254/000121390026063630/0001213900-26-063630-index.htm","comparable_excerpt":"Proposal No. 4 : To elect Frank D. Recker, Chief Executive Officer of the Company, to serve as a member of the board of directors and to hold office for a one-year term and until his successor is elected and qualified. Votes For Votes With held Frank D. Recker 13,959,958 2,064,009","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1396536/000107997326000763/0001079973-26-000763-index.htm"}},{"accession":"0001753926-26-000960","ticker":"SRTS","company_name":"Sensus Healthcare, Inc.","filed_at":"2026-06-02T12:26:11+00:00","headline":"Sensus Healthcare shareholders re-elect directors, approve advisory vote on pay, ratify auditor","event_type":"other_material","sec_items":["5.07"],"materiality_score":0.25,"calibrated_materiality_score":0.15,"match_reasons":["same fact type: shareholder_vote","same SEC item: 5.07","same event type: other_material"],"urls":{"canonical":"https://secwatch.observer/filing/0001753926-26-000960","json":"https://secwatch.observer/filing/0001753926-26-000960.json","markdown":"https://secwatch.observer/filing/0001753926-26-000960.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1494891/000175392626000960/0001753926-26-000960-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1494891/000175392626000960/g085751_8k.htm"},"side_by_side_evidence":{"fact_type":"shareholder_vote","source_excerpt":"Proposal No. 2: Approval of the Functional Brands Inc. 2026 Equity Incentive Plan The second proposal was the approval of the Functional Brands Inc. 2026 Equity Incentive Plan. The vote on the proposal was as follows: FOR AGAINST ABSTAIN BROKER NON-VOTE 4,613,683 1,527,837 58,670 1,732,790 Proposal No. 2 was approved by a majority of the votes cast.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1837254/000121390026063630/0001213900-26-063630-index.htm","comparable_excerpt":"Election of Directors . Eric Sachetta and Michael J. Sardano were elected as Class II directors for a three-year term to expire in 2029. Each nominee was an incumbent director, and no other person was nominated. The tabulation of votes cast was as follows: For Against Abstention Broker Non-Votes Eric Sachetta 5,532,247 516,567 270,440 5,000,719","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1494891/000175392626000960/0001753926-26-000960-index.htm"}},{"accession":"0001193125-26-251659","ticker":"MPT","company_name":"MEDICAL PROPERTIES TRUST INC","filed_at":"2026-06-01T20:55:09+00:00","headline":"MPT shareholders elect all directors, approve say-on-pay and equity plan with notable opposition","event_type":"other_material","sec_items":["5.07","9.01"],"materiality_score":0.5,"calibrated_materiality_score":0.15,"match_reasons":["same fact type: shareholder_vote","same SEC item: 5.07","same event type: other_material"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251659","json":"https://secwatch.observer/filing/0001193125-26-251659.json","markdown":"https://secwatch.observer/filing/0001193125-26-251659.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1287865/000119312526251659/0001193125-26-251659-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1287865/000119312526251659/mpt-20260528.htm"},"side_by_side_evidence":{"fact_type":"shareholder_vote","source_excerpt":"Proposal No. 2: Approval of the Functional Brands Inc. 2026 Equity Incentive Plan The second proposal was the approval of the Functional Brands Inc. 2026 Equity Incentive Plan. The vote on the proposal was as follows: FOR AGAINST ABSTAIN BROKER NON-VOTE 4,613,683 1,527,837 58,670 1,732,790 Proposal No. 2 was approved by a majority of the votes cast.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1837254/000121390026063630/0001213900-26-063630-index.htm","comparable_excerpt":"Proposal 2: The ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2026: For: Against: Abstensions: Broker Non-Votes: 459,883,831 6,189,396 2,613,330 —","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1287865/000119312526251659/0001193125-26-251659-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}