---
schema_version: "secwatch.filing_event.v1"
accession: "0001437749-23-025223"
form_type: "8-K"
ticker: "MIND"
cik: "0000926423"
company_name: "MIND TECHNOLOGY, INC"
filed_at: "2023-09-05T23:59:59+00:00"
generated_at: "2026-06-11T00:19:51.113961+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# Stockholders approve reverse stock split; Nasdaq grants bid price exception until Nov 15

## Summary
- All six director nominees re-elected with votes ranging from 3.90M to 4.28M for each.
- Advisory say-on-pay approved: 4.14M for, 125.8K against, 105.4K abstentions.
- Reverse stock split approved: 7.17M for, 1.43M against, 14.3K abstentions; board authorized to set ratio within 1:10 to 1:30.
- Nasdaq granted temporary exception from $1.00 minimum bid price requirement until November 15, 2023.
- Company intends to effect reverse stock split by October 31, 2023 to regain continued listing compliance.

## SEC filing metadata
- accession: 0001437749-23-025223
- form_type: 8-K
- ticker: MIND
- cik: 0000926423
- company_name: MIND TECHNOLOGY, INC
- filed_at: 2023-09-05T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 5.07, 8.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/926423/000143774923025223/0001437749-23-025223-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/926423/000143774923025223/mind20230904_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001437749-23-025223
- JSON: https://secwatch.observer/filing/0001437749-23-025223.json
- Plain text: https://secwatch.observer/filing/0001437749-23-025223.txt

## Key facts
- Shareholder Votes
  MIND TECHNOLOGY, INC shareholders approved The approval, on an advisory basis, of Named Executive Officer compensation. at the 2023-08-30 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-08-30
  source text: The approval, on an advisory basis, of Named Executive Officer compensation: Voted For Voted Against Abstentions Broker Non-Votes 4,144,133 125,806 105,351 4,243,742
  evidence_url: https://www.sec.gov/Archives/edgar/data/926423/000143774923025223/0001437749-23-025223-index.htm
- Shareholder Votes
  MIND TECHNOLOGY, INC shareholders approved Election of six individuals to serve on the Board of Directors until the next annual meeting of stockholders, to hold office until their respective successors are duly elected and qualified. at the 2023-08-30 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-08-30
  source text: All nominees were re-elected as directors by the votes indicated: Nominee Voted For Votes Withheld Broker Non-Votes Peter H. Blum 3,898,102 477.188 4,243,742 Robert P. Capps 3,981,917 393,373 4,243,742 William H. Hilarides 3,941,823 433,467 4,243,742 Thomas S. Glanville 3,928,815 446,475 4,243,742 Nancy J. Harned 4,277,271 98,019 4,243,742 Alan P. Baden 4,277,642 97,648 4,243,742
  evidence_url: https://www.sec.gov/Archives/edgar/data/926423/000143774923025223/0001437749-23-025223-index.htm
- Shareholder Votes
  MIND TECHNOLOGY, INC shareholders approved The approval of an amendment to the Company's amended and restated certificate of incorporation to effect a reverse stock split. at the 2023-08-30 meeting.
  - Proposal: reverse split
  - Outcome: passed
  - Meeting: 2023-08-30
  source text: The approval of an amendment to the Company's amended and restated certificate of incorporation to effect the Reverse Stock Split: Voted For Voted Against Abstentions Broker Non-Votes 7,174,015 1,430,745 14,272 —
  evidence_url: https://www.sec.gov/Archives/edgar/data/926423/000143774923025223/0001437749-23-025223-index.htm
- Shareholder Votes
  MIND TECHNOLOGY, INC shareholders approved The ratification of the selection of Moss Adams LLP as the Company's independent registered public accounting firm for the fiscal year ending January 31, 2023. at the 2023-08-30 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-08-30
  source text: The ratification of the selection of Moss Adams LLP as the Company's independent registered public accounting firm for the fiscal year ending January 31, 2023: Voted For Voted Against Abstentions Broker Non-Votes 8,436,028 116,300 66,704 —
  evidence_url: https://www.sec.gov/Archives/edgar/data/926423/000143774923025223/0001437749-23-025223-index.htm

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