--- schema_version: "secwatch.filing_event.v1" accession: "0001493152-23-045030" form_type: "8-K" ticker: "OGEN" cik: "0001174940" company_name: "ORAGENICS INC" filed_at: "2023-12-15T23:59:59+00:00" generated_at: "2026-06-07T11:42:51.188095+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.75 calibrated_materiality_score: 0.75 confidence: "high" source: SEC EDGAR --- # Oragenics shareholders approve 84x increase in authorized shares to 350M and expansion of equity plan ## Summary - Authorized common shares increased from 4,166,666 to 350,000,000 (84x). - Equity plan shares increased from 166,667 to 1,166,667 (7x) for future awards. - All seven director nominees re-elected; Cherry Bekaert LLP ratified as auditor. - Non-binding advisory vote on exec compensation passed (794,152 for, 105,633 against). - Series F convertible preferred stock issuance also approved (834,513 for). ## SEC filing metadata - accession: 0001493152-23-045030 - form_type: 8-K - ticker: OGEN - cik: 0001174940 - company_name: ORAGENICS INC - filed_at: 2023-12-15T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.75 - calibrated_materiality_score: 0.75 - confidence: high - sec_items: 3.03, 5.03, 5.02, 5.07, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1174940/000149315223045030/0001493152-23-045030-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1174940/000149315223045030/form8-k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001493152-23-045030 - JSON: https://secwatch.observer/filing/0001493152-23-045030.json - Plain text: https://secwatch.observer/filing/0001493152-23-045030.txt ## Key facts - Governance Changes ORAGENICS INC: Increased authorized shares of Common Stock from 4,166,666 to 350,000,000 (effective 2023-12-14). - Change: charter amendment - Effective: 2023-12-14 source text: On December 14, 2023, the Company filed Articles of Amendment to its Amended and Restated Articles of Incorporation with the Secretary of State of the State of Florida to increase the number of authorized shares from 4,166,666 shares of Common Stock to 350,000,000 shares of Common Stock evidence_url: https://www.sec.gov/Archives/edgar/data/1174940/000149315223045030/0001493152-23-045030-index.htm - Shareholder Votes ORAGENICS INC shareholders approved Ratification of Cherry Bekaert LLP as independent auditors for the year ending December 31, 2023 at the 2023-12-14 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-12-14 source text: PROPOSAL VII: Ratification of the selection of Cherry Bekaert LLP as the Company's independent auditors for the year ending December 31, 2023. The votes were as follows: FOR 756,720 AGAINST 146,619 ABSTAIN 3,265 evidence_url: https://www.sec.gov/Archives/edgar/data/1174940/000149315223045030/0001493152-23-045030-index.htm - Shareholder Votes ORAGENICS INC shareholders approved Election of Directors at the 2023-12-14 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-12-14 source text: The Annual Meeting was held on December 14, 2023. (b) At the Annual Meeting the following proposals were voted on by our shareholders: PROPOSAL I: Election of Directors. Mr. Charles Pope, Dr. Frederick Telling, Mr. Robert Koski, Dr. Alan Dunton, Ms. Kim Murphy, Mr. John Gandolfo and Mr. Bruce Cassidy were each re-elected as Directors, to serve until our next annual meeting of shareholders or until their respective successors are elected and qualified or until their earlier resignation, removal from office or death. evidence_url: https://www.sec.gov/Archives/edgar/data/1174940/000149315223045030/0001493152-23-045030-index.htm - Shareholder Votes ORAGENICS INC shareholders approved Approval of the issuance of Common Stock upon conversion of the Company's Series F Convertible Preferred Stock at the 2023-12-14 meeting. - Outcome: passed - Meeting: 2023-12-14 source text: PROPOSAL V: To approve the issuance of the Common Stock upon conversion of the Company's Series F Convertible Preferred Stock. The votes were as follows: FOR 834,513 AGAINST 60,666 ABSTAIN 11,425 evidence_url: https://www.sec.gov/Archives/edgar/data/1174940/000149315223045030/0001493152-23-045030-index.htm - Shareholder Votes ORAGENICS INC shareholders approved Amendment to 2021 Equity Incentive Plan to increase common shares available for issuance from 166,667 to 1,166,667 shares at the 2023-12-14 meeting. - Proposal: equity plan - Outcome: passed - Meeting: 2023-12-14 source text: PROPOSAL VI : To approve an amendment to the Company's 2021 Equity Incentive Plan to increase the number of common shares available for issuance under the 2021 Equity Incentive Plan from 166,667 shares of Common Stock to 1,166,667 shares of Common Stock. evidence_url: https://www.sec.gov/Archives/edgar/data/1174940/000149315223045030/0001493152-23-045030-index.htm - Shareholder Votes ORAGENICS INC shareholders approved Approval of amendment to Amended and Restated Articles of Incorporation to increase authorized shares of Common Stock from 4,166,666 shares to 350,000,000 shares at the 2023-12-14 meeting. - Proposal: charter amendment - Outcome: passed - Meeting: 2023-12-14 source text: PROPOSAL III: To approve the adoption of an amendment to our Amended and Restated Articles of Incorporation which will increase the number of authorized shares of our Common Stock from 4,166,666 shares of Common Stock to 350,000,000 shares of Common Stock. evidence_url: https://www.sec.gov/Archives/edgar/data/1174940/000149315223045030/0001493152-23-045030-index.htm - Shareholder Votes ORAGENICS INC shareholders approved Non-binding advisory vote on executive compensation at the 2023-12-14 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-12-14 source text: PROPOSAL II: To conduct a non-binding advisory vote on executive compensation. The votes were as follows: FOR 794,152 AGAINST 105,633 ABSTAIN 6,819 evidence_url: https://www.sec.gov/Archives/edgar/data/1174940/000149315223045030/0001493152-23-045030-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.