Submission of Matters to a Vote of Security Holders - Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 25, 2022

Nuwellis, Inc.

(Exact Name of Registrant as Specified in its Charter)

12988 Valley View Road, Eden Prairie, MN55344

(Address of Principal Executive Offices) (Zip Code)

(952) 345-4200

(Registrant's Telephone Number, Including Area Code)

Securities registered pursuant to Section 12(b)of the Act:

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

(a) At the reconvened annual meeting of stockholders (the "Annual Meeting") of Nuwellis, Inc. (the "Company") held on May 25, 2022, stockholders (i) elected two Class III director nominees to the Company's board of directors to serve three-year terms; and (ii) approved, on an advisory basis, Baker Tilly US, LLP as the Company's independent registered public accounting firm for the year ending December 31, 2022.

For Proposal 1, the two nominees receiving the highest number of "FOR" votes at the Annual Meeting were elected as Class III directors. Proposal 2 required the affirmative vote of holders of a majority of shares entitled to vote and present at the Annual Meeting, virtually via the internet or by proxy. The proposals are described in detail in the Company's definitive proxy statement filed on April 11, 2022 with the Securities and Exchange Commission.

A total of 5,591,597 shares of the Company's common stock were present at the Annual Meeting virtually or by proxy, which represents approximately 53.06% of the shares of common stock outstanding as of the record date for the Annual Meeting.

(b) The results of the voting are shown below.

Proposal 1 - Election of Directors

Proposal 2-Advisory Approval of Independent Registered Public Accounting Firm for 2022

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.