XMax Inc. filed a Form 8-K on November 4, 2026, disclosing the final voting results from a special meeting of stockholders held on November 2, 2026, at which shareholders voted on four proposals related to share issuances and meeting adjournment authority.

Key Highlights

  • Ratification approved: Stockholders voted 25,415,770 for, 1,047,273 against, and 425 abstaining to ratify certain transactions dated March 9, 2026, March 30, 2026, and April 24, 2026, and related common stock issuances.
  • Private Placement Issuance approved: Shareholders voted 24,235,436 for and 2,228,032 against, with zero abstentions, to approve the issuance of more than 20% of outstanding common stock in a private placement at below the Nasdaq Listing Rule 5635(d) "Minimum Price."
  • Shelf Issuance approved: Shareholders voted 24,235,445 for and 2,228,023 against, with zero abstentions, to approve the issuance of more than 20% of outstanding common stock in a registered direct offering under registration statement Form S-3 (Registration Number 333-295406).
  • Adjournment authority approved: Shareholders voted 24,585,804 for, 1,877,653 against, and 11 abstaining to grant discretionary adjournment authority to the Company's Chairman of the Board of Directors.
  • Quorum confirmed: According to the filing, a quorum was present at the November 2, 2026 special meeting.

XMax Inc. Special Meeting Results: Share Issuances and Nasdaq Rule Compliance

According to the Form 8-K filed with the SEC on November 4, 2026, XMax Inc. (NASDAQ:XMAX), a Nevada corporation headquartered at 6565 E. Washington Blvd., Commerce, CA 90040, convened a special meeting of stockholders on November 2, 2026. The company disclosed that four proposals were submitted to a shareholder vote, each receiving the requisite approval.

The first proposal asked shareholders to ratify transactions that occurred on three specific dates: March 9, 2026, March 30, 2026, and April 24, 2026, along with the related issuances of shares of common stock. The filing reports that this proposal passed with 25,415,770 votes in favor, 1,047,273 against, and 425 abstentions. The second and third proposals each addressed compliance with Nasdaq Listing Rule 5635(d), which governs the issuance of more than 20% of a company's issued and outstanding common stock at a price below the defined "Minimum Price." The private placement proposal passed 24,235,436 to 2,228,032, while the registered direct offering proposal under Form S-3 (Registration Number 333-295406) passed 24,235,445 to 2,228,023, both with zero abstentions.

The fourth proposal authorized the Company's Chairman of the Board of Directors to adjourn the meeting if additional proxy solicitation was needed. The filing states that this proposal passed with 24,585,804 votes for, 1,877,653 against, and 11 abstentions. The Form 8-K was signed by Xiaohua Lu, Chief Executive Officer, on November 4, 2026.

What Was Disclosed

XMax Inc. disclosed the final voting results from its November 2, 2026 special stockholder meeting, covering ratification of prior share transactions, two Nasdaq Rule 5635(d) issuance approvals, and a grant of adjournment authority to the Board Chairman.