Good morning. I'm Gary Herman, Chief Executive Officer of Advent Technologies Holdings Inc. It is 9:00 A.M., and I convene this annual meeting of stockholders of the company and call it to order. On behalf of myself and the directors and officers of Advent, welcome. I would like to remind everyone that only registered stockholders can vote at this meeting. I would now like to introduce Francis Bird, who will be serving as the Inspector of Elections.
Thank you, Mr. Herman. I will be serving as the Inspector of Elections for this annual shareholders' meeting, as indicated in the notice of meeting and accompanying documents, which were mailed commencing on or about September 29th, 2025, to all shareholders of record as of September 19, 2025, as certified by the affidavit of the company's transfer agent and registrar. To the due mailing of such notice and accompanying documents, which notice and affidavit will be filed with the records of the company, we are here today to consider the following items. Number one, election of three directors to serve until the 2028 annual meeting of stockholders. Number two, ratification of M&K CPAS, PLLC as the independent registered public accounting firm for the company for the fiscal year ending December 31st, 2025.
Item three, approval for purposes of complying with Nasdaq listing rule 5635D, the potential issuance and sale of 20% or more of the company's common stock pursuant to the purchase agreement with Hudson Global Ventures LLC, pursuant to which Hudson Global has agreed to purchase from the company from time to time up to $52 million worth of company common stock. Number four, approval of an amendment to the company's amended and restated Advent Technologies Holdings Inc.
2021 Incentive Plan to increase the number of shares of common stock issuable under the plan from 530,976 to 1,011,627, and to incorporate provisions for annual increases under the plan on the first day of each calendar year, beginning January 1st, 2027 and ending on January 1st, 2046, equal to the lesser of A, 3% of the total shares of the company's common stock outstanding on the last day of the immediately preceding fiscal year, and B, such smaller numbers of shares as determined by the board. Item five, a stockholder advisory vote on the compensation of the company's named executive officers. Number six, a stockholder advisory vote on the preferred frequency of stockholder advisory votes to approve the compensation of the company's named executive officers.
Item seven, consideration of an action with respect to other such business and matters as may properly come before this meeting or any adjournments hereof. We will consider each item in the same order in which it appears in the notice of meeting. Are there any stockholders present who have not voted by proxy or wish to revoke a proxy previously given? If so, please vote within the Broadridge portal at this time. I will now provide a preliminary count of the number of shares represented at this meeting. There are present at this meeting virtually, in person, or through representation by proxy, a total of approximately 1,307,771 shares of common stock, which is 39.73% of the 3,291,634 shares of common stock of the company's outstanding and entitled to vote at this meeting. Accordingly, I hereby declare that a quorum exists at this meeting.
We are now ready to proceed with the transaction of business. There are six items that require action at this meeting. Proposal one, election of directors. The first matter to be voted on by the stockholders is the election of three directors to serve as Class II directors on the board of directors until the 2028 annual meeting of stockholders and until their respective successors are elected and qualified. The nominees of the board of directors are Mark Tillenfriend, Seth Lukash, and Joseph Silia. Is there any discussion on this motion? I see none. Because of the procedures necessary to deal with proxies, we will vote for all proposals after consideration of the final proposal and will announce the preliminary results of the voting on each proposal following the tabulation of the votes. We will now proceed to the next order of business.
Proposal two, ratification of the selection of independent registered public accounting firm. The second matter to be voted on by stockholders is the ratification of the appointment of M&K CPAS, PLLC as the independent registered public accounting firm for the company for the current fiscal year ending December 31st, 2025. Is there any discussion on this motion? I see none. Proposal three, approval of the potential issuance and sale of 20% or more of the company's common stock pursuant to a purchase agreement with Hudson Global Ventures LLC.
The third matter to be voted on by stockholders is their approval for purposes of complying with Nasdaq Listing rule 5635D of the potential issuance and sale of 20% or more of the company's common stock pursuant to the purchase agreement with Hudson Global Ventures LLC, pursuant to which Hudson Global has agreed to purchase from us from time to time up to $52 million worth of the company's common stock. Is there any discussion on this matter? I see none. Proposal four, approval of an amendment to the amended and restated Advent Technologies Holdings Inc. 2021 Incentive Plan to increase the number of shares available under the plan and to incorporate provisions for annual increases under the plan. The fourth matter to be voted on by stockholders is their approval of an amendment to the amended and restated Advent Technologies Holdings Inc.
2021 Incentive Plan to increase the number of shares of company common stock issuable under the plan from 530,976 to 1,011,627 and to incorporate provisions for annual increases under the plan on the first day of each calendar year beginning on January 1st, 2027 and ending on January 1st, 2046, equal to the lesser of A, 3% of the total shares of the company's common stock outstanding on the last day of the immediately preceding fiscal year, and B, such smaller number of shares as determined by the Board. Is there any discussion on this motion? I see none. Proposal five, stockholder advisory vote on compensation of named executive officers. The fifth matter to be voted on by stockholders is a stockholder advisory vote on the compensation of the company's named executive officers as disclosed in the proxy statement for this meeting. Is there any discussion on this motion?
I see none. Proposal six, stockholder advisory vote on frequency of say-on-pay vote. The sixth matter to be voted on by stockholders is a stockholder advisory vote on the frequency within which the company will conduct a non-binding advisory vote on the compensation program for the company's named executive officers. Is there any discussion on this motion? I see none. Approval of the consideration of an action with respect to other such business and matters as may properly come before this meeting or any adjournment hereof. The seventh and final matter to be voted on by stockholders is the approval of the consideration of an action with respect to such other business and matters as may properly come before this meeting or any adjournments thereof. The floor is open for discussion. There appears to be no further discussion. We will now proceed to voting.
I now declare the polls open for voting on all proposals. All proxies and ballots should be submitted through the Broadridge online meeting portal. No proxies or ballots or revocations or changes to ballots or proxies will be accepted after I declare the polls closed. I would now ask Broadridge to cast a ballot on behalf of all the stockholders who voted by proxy. If there are any other proxies or ballots to be collected, please submit such proxies or ballots electronically at this time. The polls are now closed. The time is 9:12 A.M. The votes will now be tabulated, following which we will announce the results of the voting. We now have the preliminary report of the voting. The holders of 1,307,771 shares of common stock present are represented by proxy and voting at this meeting have voted to elect Mark Tillenfriend to the board of directors.
The holder of 1,307,771 shares of common stock withheld. I'm sorry. I apologize. Let me start at the beginning of that part of the report. The holders of 882,559 shares of common stock present are represented by proxy and voting at this meeting have voted to elect Mark Tillenfriend to the board of directors. The holders of 224,844 shares of common stock withheld authority with respect to such nominee, and there are 200,368 broker non-votes. The holders of a majority of shares of common stock entitled to vote on this matter have voted for the nominee. I hereby declare that Mark Tillenfriend has been elected as a Class II director to serve until the 2028 annual meeting of stockholders and until his successor is elected and qualified.
The holders of 903,059 shares of common stock present are represented by proxy and voting at this meeting have voted to elect Seth Lukash to the board of directors. The holders of 204,344 shares of common stock withheld authority with respect to such nominee, and there are 200,368 broker non-votes. The holders of a majority of shares of common stock entitled to vote this matter have voted for the nominee. I hereby declare that Seth Lukash has been elected as a Class II director to serve until the 2028 annual meeting of stockholders and until his successor is elected and qualified. The holders of 904,859 shares of common stock present are represented by proxy and voting at this meeting have elected and voted to elect Joseph Silia to the board of directors.
The holders of 202,544 shares of common stock withheld authority with respect to such nominee, and there are 200,368 broker non-votes. The holders of a majority of the shares of common stock entitled to vote on this matter have voted for the nominee. I hereby declare that Joseph Cilia has been elected as a Class II director to serve until the 2028 annual meeting of stockholders and until his successor is elected and qualified. The holders of 1,166,014 shares of common stock present or represented by proxy and voting at this meeting have voted to ratify the election of M&K CPAS, PLLC as independent registered public accounting firm of the company for the current fiscal year. The holders of 51,401 shares have voted against the selection, and there are 90,356 votes abstaining.
The majority of the holders of a majority of the shares of common stock voting on this matter have voted to ratify the selection of M&K CPAS, PLLC. I hereby declare that such appointment has been ratified. The holders of 768,299 shares of common stock present or represented by proxy and voting at this meeting have voted to approve, for purposes of complying with Nasdaq Listing rule 5635D, the potential issuance and sale of 20% or more of the company's common stock pursuant to the purchase agreement with Hudson Global Ventures LLC, pursuant to which Hudson Global has agreed to purchase from us from time to time up to $52 million worth of company common stock. The holders of 219,382 shares have voted against the selection, and there are 119,722 votes abstaining.
The holders of a majority of the shares of common stock entitled to vote on this matter have voted to approve, for purposes of complying with Nasdaq rule 5635D, the potential issuance and sale of 20% or more of the company's common stock pursuant to the purchase agreement with Hudson Global Ventures LLC, pursuant to which Hudson Global has agreed to purchase from us from time to time $52 million worth of company common stock. The holders of 686,098 shares of common stock present or represented by proxy and voting at this meeting have voted to approve an amendment to the amended and restated Advent Technologies Holdings Inc.
2021 Incentive Plan to increase the number of shares of company common stock issuable under the plan from 530,976 to 1,011,627 and to incorporate provisions for the annual increases under the plan on the first day of each calendar year beginning on January 1st, 2027 and ending on January 1st, 2046, equal to the lesser of A, 3% of the total shares of the company's common stock outstanding on the last day of the immediate preceding fiscal year, and B, such smaller number of shares as determined by the board. The holders of 286,337 shares have voted against the selection, and there are zero votes abstaining. The holders of a majority of the shares of common stock entitled to vote on this matter have voted to approve an amendment to the amended and restated Advent Technologies Holdings Inc.
2021 Incentive Plan to increase the number of shares of common stock issuable under the plan from 530,976 to 1,011,627 and to incorporate provisions for annual increases under the plan on the first day of each calendar year beginning on January 1st, 2027 and ending on January 1st, 2046, equal to the lesser of A, 3% of the total shares of company common stock outstanding on the last day of the immediately preceding fiscal year, and B, such smaller number of shares as determined by the board. The holders of 832,855 shares of common stock present or represented by proxy and voting at this meeting have voted to approve the compensation of the company's named executive officers as disclosed in the proxy statement for this meeting. The holders of 140,603 have voted against the selection, and there are 133,945 votes abstaining.
The holders of a majority of the shares of common stock entitled to vote on this matter have voted to approve the compensation of the company's named executive officers as disclosed in the proxy statement for this meeting. The holders of 561,289 shares of common stock present or voted by proxy and voting at this meeting have voted to provide that a vote related to the compensation of the company's named executive officers will occur every three years. The holders of 23,502 shares have voted against the selection, and there are 146,740 votes abstaining. The holders of a majority of the shares of common stock entitled to vote on this matter have voted to approve the proposal that a vote related to the compensation of the company's named executive officers will occur every three years.
Thank you, Francis. If there is no further business to come before this meeting, I will adjourn the meeting. Is there any further business? There being none, I declare the meeting adjourned.
The meeting has now concluded. Thank you.
The meeting has now concluded. Thank you for joining and have a pleasant day.