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

Item 5.07. Submission of Matters to a Vote of Security Holders.

On April 17, 2024, ZyVersa Therapeutics, Inc. (the "Company") held a special meeting of stockholders (the "Special Meeting"). On March 5, 2024, the record date for the Special Meeting, there were 7,583,863 shares of the Company's common stock outstanding and entitled to vote. Proxies were submitted by stockholders representing approximately 39% of the shares of the Company's common stock outstanding and entitled to vote, which constituted a quorum. At the Special Meeting, the Company's stockholders voted on two proposals, which are described in more detail in the proxy statement for the Special Meeting.

The following is a brief description of each matter voted upon and the results, including the number of votes cast for and against each matter and the number of abstentions and broker non-votes with respect to each matter. Proxies for the Special Meeting were solicited pursuant to Section 14(a) of the Securities Exchange Act of 1934, as amended, and there was no solicitation in opposition of management's solicitation.

Stockholders adopted and approved an amendment to the Company's Second Amended and Restated Certificate of Incorporation to effect a reverse stock split (the "Reverse Stock Split") of the Company's issued shares of common stock at a ratio within the range of not less than 1-for-2 and not greater than 1-for-50, with the exact ratio within such range to be determined at the sole discretion of the Company's board of directors, without further approval or authorization of the Company's stockholders before the filing of an amendment to the Second Amended and Restated Certificate of Incorporation effecting the proposed reverse stock split. The voting results were as follows:

The Company had solicited proxies in favor an adjournment proposal which would have given the Company authority to adjourn the Special Meeting to solicit additional proxies (the "Adjournment Proposal"). As there were sufficient shares voted in favor of the Reverse Stock Split, this proposal was moot. However, stockholders approved the Adjournment Proposal. The results of the vote are summarized below.