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 May 2, 2024, BIOLASE, Inc. (the "Company") held its 2024 Annual Meeting of Stockholders (the "2024 Annual Meeting"). The following are the results of the voting on the ten (10) proposals (the "Proposals") submitted to stockholders at the 2024 Annual Meeting. These Proposals are described in detail in the Company's definitive proxy statement on Schedule 14A (the "Proxy Statement") for the 2024 Annual Meeting, which was filed on March 22, 2024 with the Securities and Exchange Commission.

Proposal 1- Stockholders elected each of the Company's seven nominees for director, as set forth below:

Nominee		For		Against		Abstain		Broker Non-Votes
John R. Beaver		3,569,703		921,963		555,123		6,214,310
Jonathan T. Lord, M.D.		3,608,250		872,298		566,241		6,214,310
Kathleen T. O'Loughlin, D.D.S.		3,613,991		868,497		564,301		6,214,310
Martha Somerman, D.D.S.		3,615,973		866,754		564,062		6,214,310
Kenneth Yale, D.D.S., J.D.		3,615,441		862,385		568,963		6,214,310

Proposal 2- Stockholders voted, on an advisory basis, to approve the compensation of the Company's named executive officers, as set forth below:

For		Against		Abstain		Broker Non-Votes
2,887,340		1,614,144		545,305		6,214,310

Proposal 3- Stockholders voted, on an advisory basis, to approve the frequency of future stockholder advisory votes on the compensation of the Company's named executive officers every year, as set forth below:

One Year		Two Years		Three Years		Against		Broker Non-Votes
3,998,225		87,350		211,551		749,663		6,214,310

Based on the recommendations of the Company's Board of Directors and its Compensation Committee to hold advisory votes on executive compensation every year and the vote of the stockholders on this matter (as set forth above), the Company has decided that an advisory stockholder vote on executive compensation will be held every year until the next advisory vote on the frequency of future stockholder advisory votes on executive compensation.

Proposal 4- Stockholders voted to approve the exercise of warrants issued on December 8, 2023 to purchase up to 2,221,880 shares of common stock under applicable rules and regulations of the Nasdaq Stock Market, as set forth below:

For		Against		Abstain		Broker Non-Votes
3,519,468		1,110,299		417,022		6,214,310

Proposal 5- Stockholders voted to approve the exercise of warrants issued on February 15, 2024 to purchase up to 2,221,880 shares of common stock under applicable rules and regulations of the Nasdaq Stock Market, as set forth below:

For		Against		Abstain		Broker Non-Votes
3,509,296		1,120,469		417,024		6,214,310

Proposal 6- Stockholders voted to approve the exercise of Class B warrants issued on February 15, 2024 to purchase up to 16,000,000 shares of common stock under applicable rules and regulations of the Nasdaq Stock Market,as set forth below:

For		Against		Abstain		Broker Non-Votes
3,503,157		1,133,043		410,589		6,214,310

Proposal 7- Stockholders did not approve an amendment to the BIOLASE, Inc. 2018 Long-Term Incentive Plan (the "2018 LTIP") to increase the number of shares of the Company's common stock available for issuance under the 2018 LTIP by an additional 7,500,000 shares, as set forth below:

For		Against		Abstain		Broker Non-Votes
2,459,084		2,050,644		537,061		6,214,310

Proposal 8 - Stockholders ratified the appointment of Macias Gini & O'Connell LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024, as set forth below:

For		Against		Abstain		Broker Non-Votes
9,290,250		1,173,985		796,864		-

Proposal 9 - Stockholders voted to approve an amendment to the Company's Restated Certificate of Incorporation, in substantially the form attached to the Proxy Statement as Exhibit B, to, at the discretion of the Board of the Company (the "Board"), effect a reverse stock split with respect to the Company's issued and outstanding common stock, including stock held by the Company as treasury shares, at a ratio of 1-for-2 to 1-for-50 (the "Range"), with the ratio within such Range (the "Reverse Stock Split Ratio") to be determined at the discretion of the Board and included in a public announcement, as set forth below:

For		Against		Abstain		Broker Non-Votes
7,710,033		3,200,203		350,863		-

Proposal 10 - Stockholders voted to approve an adjournment of the 2024 Annual Meeting to a later date, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposal Nos. 4, 5, 6 and 9, as set forth below:

For		Against		Abstain		Broker Non-Votes
8,119,304		2,464,172		677,623		-

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