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XMax Inc. reported the results of its 2026 Annual Meeting of Shareholders held on June 5, 2026. Shareholders elected six directors, including Umesh Patel and Xiaohua Lu, to serve until the 2027 annual meeting. Each director nominee received over 12.4 million votes in favor, with relatively few votes against or abstentions and 5,752,115 broker non-votes recorded for each.
Shareholders approved and ratified the appointment of Enrome LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 18,214,504 votes for and small numbers against or abstaining. On an advisory, non-binding basis, shareholders approved the compensation of named executive officers with 12,467,949 votes for. In a separate advisory vote on frequency, most shareholders favored holding the executive compensation vote every year, and the Board currently intends to conduct this advisory vote annually.
XMax Inc. reported the results of its 2026 Annual Meeting of Shareholders held on June 5, 2026. Shareholders elected six directors, including Umesh Patel and Xiaohua Lu, to serve until the 2027 annual meeting. Each director nominee received over 12.4 million votes in favor, with relatively few votes against or abstentions and 5,752,115 broker non-votes recorded for each.
Shareholders approved and ratified the appointment of Enrome LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 18,214,504 votes for and small numbers against or abstaining. On an advisory, non-binding basis, shareholders approved the compensation of named executive officers with 12,467,949 votes for. In a separate advisory vote on frequency, most shareholders favored holding the executive compensation vote every year, and the Board currently intends to conduct this advisory vote annually.
XMAX Inc. has called a special stockholder meeting to approve two major share issuance proposals and an adjournment authority. The company seeks approval, under Nasdaq Listing Rule 5635(d), to sell more than 20% of its common stock in both a private placement and a registered direct offering at prices below the Nasdaq-defined “Minimum Price.”
Each of the Private Placement and Shelf Issuance proposals could involve issuing up to 100,000,000 new shares, compared with 63,602,326 shares outstanding as of May 27, 2026. The company states it needs this capital to fund a new AI-focused business strategy and to help maintain its Nasdaq Capital Market listing. Both offerings may be priced at discounts of up to 50% to the prior Nasdaq closing price, and existing holders are warned that their ownership and voting power would be diluted. The board unanimously recommends voting FOR all three proposals.
XMAX Inc. has called a special stockholder meeting to approve two major share issuance proposals and an adjournment authority. The company seeks approval, under Nasdaq Listing Rule 5635(d), to sell more than 20% of its common stock in both a private placement and a registered direct offering at prices below the Nasdaq-defined “Minimum Price.”
Each of the Private Placement and Shelf Issuance proposals could involve issuing up to 100,000,000 new shares, compared with 63,602,326 shares outstanding as of May 27, 2026. The company states it needs this capital to fund a new AI-focused business strategy and to help maintain its Nasdaq Capital Market listing. Both offerings may be priced at discounts of up to 50% to the prior Nasdaq closing price, and existing holders are warned that their ownership and voting power would be diluted. The board unanimously recommends voting FOR all three proposals.
XMax Inc. entered into Securities Purchase Agreements with certain non-U.S. investors for a private placement of its common stock. The company agreed to sell 486,500 shares at $7.347 per share, for an aggregate purchase price of $3,574,315.50.
The transaction is structured as an unregistered offering under Regulation S of the Securities Act of 1933. Purchasers are subject to an 18‑month lock-up starting on the agreement date, during which they may not transfer or dispose of the acquired shares or related convertible or exercisable securities without the company’s prior written consent.
XMax Inc. entered into Securities Purchase Agreements with certain non-U.S. investors for a private placement of its common stock. The company agreed to sell 486,500 shares at $7.347 per share, for an aggregate purchase price of $3,574,315.50.
The transaction is structured as an unregistered offering under Regulation S of the Securities Act of 1933. Purchasers are subject to an 18‑month lock-up starting on the agreement date, during which they may not transfer or dispose of the acquired shares or related convertible or exercisable securities without the company’s prior written consent.
XMAX Inc. is asking stockholders to approve two related proposals to permit the company to issue up to 100,000,000 shares of common stock in each of (1) a private placement and (2) a registered direct offering under an effective Form S-3 (Registration No. 333-295406) at prices that may be below Nasdaq’s defined “Minimum Price.”
The proxy states there were 63,602,326 shares outstanding as of May 27, 2026. Each proposal would permit issuance in excess of 20% of outstanding shares and contemplates a maximum discount of up to 50% versus the closing price immediately prior to a binding agreement. The Board recommends a vote FOR both proposals and a vote to grant authority to adjourn to solicit additional proxies.