Mobix Labs (NASDAQ:MOBX) held its 2026 annual meeting of stockholders virtually on March 23, 2026, with Chairman of the Board Jim Peterson presiding. Peterson said only questions and answers relevant to the meeting would be addressed after the formal proceedings, and that voting results would be announced before adjournment.
Meeting logistics and quorum
Peterson said the notice of the meeting and proxy statement were made available on March 6, 2026, to holders of record of the company’s Class A and Class B common stock as of the close of business on Feb. 27, 2026, which served as the record date for the meeting. He directed that the related affidavit be filed in the company’s minute book.
Mackay reported that the number of issued and outstanding shares entitled to vote at the meeting was:
- 101,072,226 shares of Class A common stock
- 2,004,901 shares of Class B common stock
According to the inspector of elections, one-third of the voting power of the Class A and Class B common stock was represented at the meeting in person or by proxy, and a quorum was present. Peterson then formally opened the polls at 9:03 a.m. Pacific Time.
Proposal 1: Election of Class II directors
The first proposal was the election of three Class II directors to three-year terms expiring at the 2029 annual meeting of stockholders. Peterson said two Class II directors would be elected by holders of Class A and Class B common stock voting together, and one Class II director would be elected by holders of Class B common stock.
The board nominated David Aldrich and Frederick Goerner to serve as Class II directors. Separately, the holders of a majority of the voting power of the Class B common stock then outstanding nominated Keyvan Samini to serve as the Class B director for Class II. The board recommended stockholders vote in favor of each nominee.
Proposal 2: Auditor ratification
The second proposal asked stockholders to ratify the appointment of PricewaterhouseCoopers LLP as the company’s independent registered public accounting firm for the fiscal year ending Sept. 30, 2026. The board recommended a vote in favor of the proposal.
Proposal 3: Reverse stock split authorization
The third proposal sought approval of an amendment to the company’s certificate of incorporation to effect a reclassification and combination of the company’s Class A and Class B common shares that were issued and outstanding immediately prior to the amendment. Peterson said the reverse split ratio would be within a range between 1-for-10 and 1-for-50, with the exact ratio, if implemented, to be determined by the board of directors in its sole discretion. The board recommended stockholders approve the proposal.
Proposal 4: Share issuance related to warrant exercises
The fourth proposal addressed the approval of the issuance of shares of Class A common stock upon the exercise of certain warrants. Peterson described the requested approvals as:
- Up to 8,229,701 shares of Class A common stock upon exercise of a common stock purchase warrant issued to an institutional investor in connection with an inducement letter
- 384,053 shares of Class A common stock upon exercise of a placement agent warrant issued to Roth Capital Partners, LLC
- 1,000,000 shares of Class A common stock upon exercise of a common stock warrant issued to an institutional investor in connection with amendments to certain outstanding warrants
The board recommended a vote in favor of the warrant-related proposal.
Peterson delivered the proxies received from stockholders to the inspector of elections for tabulation and closed the polls at 9:07 a.m. Pacific Time. After votes were counted, Mackay reported preliminary results showing that proposals one through four received the requisite shareholder vote or approval, and all four proposals were approved. The meeting adjourned at 9:08 a.m. Pacific Time.
About Mobix Labs (NASDAQ:MOBX)
Mobix Labs, Inc (NASDAQ: MOBX) is a technology company specializing in device intelligence software and services for the mobile device lifecycle. The company’s core platform enables real-time testing, authentication and diagnostic verification of smartphones and other connected devices. By combining automated testing tools with data analytics, Mobix Labs helps carriers, retailers, original equipment manufacturers (OEMs) and repair centers streamline operations and reduce return rates, fraud and waste.
Mobix Labs offers a suite of products designed to support the full spectrum of device management.
