Washington, D.C. 20549








Date of Report (Date of earliest event reported): August 5, 2019



(Exact name of registrant as specified in its charter)


Delaware   000-55709   47-1685128
(State or Other Jurisdiction of Incorporation)   (Commission File Number)    (IRS Employer Identification Number)


4400 Route 9 South, Suite 3100, Freehold, New Jersey 07728

(Address of principal executive offices) (zip code)



(Registrant's telephone number, including area code)

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 (see General Instruction A.2. below):


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


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).

x 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. 


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


Title of each class   Trading Symbols   Name of each exchange on which registered
Common Stock, $0.0001 par value per share   AVCO   The Nasdaq Capital Market







Item 5.07 Submission of Matters to a Vote of Security Holders


Avalon GloboCare Corp. (the "Company") held its Annual Meeting on August 6, 2019. Of the 75,655,639 shares of Common Stock outstanding on June 10, 2019, the record date, 51,951,344 shares were represented at the Annual Meeting, in person or by proxy, constituting a quorum. The proposals considered at the Annual Meeting are described in detail in the Proxy Statement. The proposals described below were voted upon at the Annual Meeting and the number of votes cast with respect to each proposal was as set forth below:


(1) Elect nine directors until his successor is duly elected and qualified, or until his earlier death, resignation or removal. The nine directors receiving the highest vote were appointed to the board. The following Directors were elected to the board.


   For   Withheld 
Wenzhao “Daniel” Lu   47,313,411    24,849 
David Jin   47,313,709    24,551 
Meng Li   47,313,410    24,850 
Yancen Lu   47,316,109    22,151 
Steven A. Sanders   47,320,126    18,134 
Wilbert J. Tauzin II   47,316,067    22,193 
William B. Stilley, III   47,316,123    22,137 
Tevi Troy   47,317,599    20,661 
Yue “Charles” Li   47,313,344    24,916 


(2) Ratify the appointment of RBSM LLP as the Company's independent registered public accounting firm for the year ending December 31, 2019. This matter was determined based on majority of the shares cast.


For   Against   Abstain 
 50,924,196    927,478    99,670 


(3) Approve the adoption of the 2019 Stock Incentive Plan and the reservation of 5,000,000 shares of common stock thereunder. This matter was determined based on majority of the shares cast.


For   Against   Abstain 
 47,298,008    36,226    4,026 



(4) Approve the compensation of the Company's named executive officers on a non-binding, advisory basis. This matter was determined based on majority of the shares cast.


For   Against   Abstain 
 47,297,928    33,745    6,587 


(5) Vote, on a non-binding, advisory basis, on the frequency with which stockholders would have an opportunity to hold an advisory vote on the Company’s executive compensation program with the option of selecting a frequency of one, two or three years, or abstaining.


One   Two   Three   Abstain 
 632,871    3,416    46,697,873    4,100 








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


Dated: August 7, 2019  By: /s/ Luisa Ingargiola
    Name: Luisa Ingargiola
    Title: Chief Financial Officer