Greetings. Welcome to the ClearSign Technologies Corporation virtual meeting, virtual special meeting of stockholders. I will now turn the conference over to our host, Dr. Jim Deller, CEO of ClearSign Technologies Corporation. Please go ahead.
Good morning, everyone. I am Jim Deller, Chief Executive Officer of ClearSign Technologies Corporation. On behalf of the directors and officers of the company, I thank you for joining us today for our virtual special meeting of stockholders. I will act as Chairman of the meeting. Before we proceed, I have a few housekeeping items. Most stockholders have already voted by proxy, and we've already tallied the proxy votes. For those of you who have not yet voted or want to change your vote, you may do so by clicking on the voting button on the web portal and following the instructions there. Stockholders who have sent in proxies or voted via telephone or the internet and do not want to change their vote, do not need to take any further action.
The polls are now open and will close in a few minutes following the presentation of matters subject to vote. The special meeting has been called for the following purposes. Firstly, to approve an amendment to our certificate of incorporation to effect a reverse stock split of our outstanding common stock at a ratio between 1 for 2 and 1 for 10, to be determined at the discretion of our board of directors. For the purpose of complying with the Nasdaq listing rules, subject to the board of directors' discretion to abandon the amendment. Secondly, to approve the adjournment of the special meeting, if necessary or advisable, to solicit additional proxies in favor of the foregoing proposal, if there are not sufficient votes to approve the foregoing proposal, or if we do not have a quorum at this special meeting.
I would now like to review the rules of order for the meeting. After the presentation of the proposals, we will answer any time submitted and relevant questions on the proposals before voting is closed. Only validated stockholders may ask questions in the designated field on the web portal. Questions are limited to one per shareholder. In the interest of a productive and orderly meeting, questions unrelated to the proposals will not be addressed. Please note that this meeting is being recorded. However, no one attending via the webcast is permitted to use any audio recording device. Mr. Brent Hinds will act as Secretary of the meeting. Brent, do you have a list of stockholders entitled to vote at this meeting and evidence of the mailing of notice of this meeting?
Jim, yes, I have a certified list of stockholders of record entitled to vote at the meeting as of the close of business on January 22nd, 2026. The record date fixed by the board of directors for this meeting. I also have an affidavit of an officer of Broadridge Financial Solutions to the mailing of the notice of this meeting and the proxy statement. A notice of this meeting, the proxy statement, and the proxy card are attached to the affidavit.
Thank you, Brent. I have appointed Leah Grant, a representative of Broadridge Financial Solutions Incorporated, to serve as inspector at this meeting, and she subscribed to the necessary oath. I direct the Secretary to annex to the minutes of this meeting, the oath subscribed by the inspector. The affidavit of mailing is approved, and I direct that the affidavit of mailing be affixed to the minutes of this meeting. Will the Secretary of the meeting please report as to the presence of a quorum at this meeting?
I have the report of the inspector to a quorum. The report indicates that virtually and by proxy, we have a quorum present at this meeting.
Thank you, Brent. I therefore declare that a quorum is present at this meeting. I direct that the report of the inspector as to a quorum be annexed to the minutes of this meeting. The proposals. The first proposal to be considered is the reverse split proposal, which, if approved, will allow us to file an amendment to our certificate of incorporation to effect a reverse split of our outstanding common stock at any time prior to the one-year anniversary date of the approval by the stockholders of such proposal at a ratio between 1 for 2 and 1 for 10. The reverse split proposal authorizes the final ratio to be determined at the discretion of the company's board of directors without further authorization of the stockholders of the company.
The purpose of the reverse split proposal is to comply with the Nasdaq listing rules, including Nasdaq Listing Rule 5550(a)(2). The reverse split proposal also gives the board of directors the discretion to abandon the reverse stock split. The board of directors recommends approval of this proposal. The second proposal to be considered is the approval of the adjournment of the special meeting, if necessary, to solicit additional proxies if there are not sufficient votes at the time of the meeting to approve the foregoing proposal, or if we do not have a quorum at this meeting. The board of directors recommends approval of this proposal. While we allow time for stockholders who haven't already done so to complete their voting, we will address any questions that have been submitted regarding the proposals through the web portal.
If you would like to ask a question, please locate the Ask a Question section on the bottom left side of your screen. Type in your question and hit Submit. Please note, we will either address the questions now or we'll provide answers to these questions on our company website. However, please keep in mind that we will only answer those questions that are germane to the meeting. Please note, Firm IR will read any questions received aloud. I'll now pause for a moment for any questions.
Jim, we have no further questions from stockholders regarding the proposals.
Thank you, Matthew. At this point, I now declare the polls closed for this meeting. I now ask that the inspector deliver the preliminary report as to the voting with respect to the proposals.
Thank you. For proposal 1, the reverse stock split proposal, more than 74% of shares were voted in favor of the proposal. For proposal 2, the adjournment proposal, more than 77% of shares were voted in favor of the proposal.
Thank you, Leah. I now direct that the report of the inspector as to voting be ordered and annexed to the minutes of this meeting. There being no further business to come before the meeting, this special meeting is now adjourned. Operator.
This con-
That concludes our call.
Thank you. This concludes today's conference, and you may disconnect at this time. Thank you for your participation.