Good day, and welcome to the RYVYL Inc. special meeting. I would now like to turn the conference over to George Oliva, Director, Interim CEO, CFO. Please go ahead.
Thank you. Good afternoon, and welcome to the special meeting of stockholders of RYVYL Inc. Thank you all for joining us today. I'm George Oliva, the Interim CEO, CFO, and Director of RYVYL. I will be serving as the chair of today's special meeting of stockholders. Jasmine Farrington will serve as the secretary of the meeting. We are pleased to again conduct this special meeting virtually, allowing shareholders worldwide to participate conveniently. Please note that this meeting is being recorded. However, no one attending via the webcast or telephone is permitted to use any audio recording device. Today's meeting has been called to request your vote on the proposed merger transaction with RTB Digital, Inc. and certain related matters described in our definitive proxy statement on Schedule 14A, filed with the Securities and Exchange Commission.
I will begin with introductions and then review the proof of notice in quorum. A full explanation of rules of conduct for this meeting can be found in the virtual meeting portal located in the meeting materials section. I have served as director of RYVYL since September 2025. I will now introduce the other members of the board who are with us today's meeting. Brett Moyer has served as one of our directors since June 2025. He chairs our audit committee and serves on a nomination committee. Gene Jones has served as one of our directors since September 2025. He chairs our compensation committee and serves on our nomination committee. Tod Browndorf has served as one of our directors since September 2025. He serves on our compensation and nominating committees.
We're also joined by a representative of our outside counsel who has assisted us with the merger and proxy process, including Andrew Hutter of Spencer Fane. In addition, the company has appointed Broadridge Financial Solutions to act as inspector of the election. Mr. Andrew Wilcox from Broadridge has taken the oath to faithfully perform his duties in accordance with applicable corporate law and SEC requirements. The board of directors fixed February 6th, 2026 as a record date for determining stockholders entitled to vote at this special meeting. An affidavit has been delivered attesting to the fact that either, one, a notice of internet availability of the proxy materials for the special meeting and the proxy statement or the proxy materials themselves were mailed and made available on or about February 17th, 2026. The affidavit will be incorporated into the minutes of this meeting.
The stockholder list shows that as of the record date, there were 1,266,631 shares of common stock outstanding and 50,000 shares of Series C preferred stock outstanding and entitled to vote the equivalent of 205,775 shares at this meeting. The inspector of election has reported that the stockholders owning at least 33 .33% of the voting power entitled to vote are present in person or by proxy, which constitutes a quorum for this transaction of business at this special meeting under our bylaws and Nevada law. Accordingly, it is approximately 4:00 P.M. Eastern Standard Time on March 18th, and this meeting is hereby called to order.
A copy of the notice of the special meeting, the definitive proxy statement, including all supplements and the form of proxy, as well as the affidavit of distribution of Broadridge Financial Solutions, shall be made part of the recording of this meeting. From a review of the voting to date at this time, it appears that although we have a quorum for the meeting to be held, we have not yet obtained the required 50% + 1 shareholder votes needed to approve the first and principal item of business before this meeting. To date, we have received votes representing approximately 43% of the shares entitled to vote.
With approximately 99% of those votes cast were in favor of the merger and approval and adoption of the agreement and plan of merger dated September 28th, 2025, as amended by and among RYVYL Inc., RYVYL Merger Sub Inc., and RTB Digital, Inc. and the transactions contemplated therein. The third item of business before the meeting was a proposal to permit an adjournment of this meeting to provide additional time to solicit shareholders to vote on the matters before the meeting. This third proposal was approved by shareholders, and therefore, under the proposal, this special meeting is being held open and adjourned to enable management to continue to solicit shareholders to either change their vote as it stands now or obtain additional votes in respect to the merger proposal described heretofore at this meeting.
Given the positive results, management and the board have made the decision to keep this meeting open for one week to give remaining shareholders time to submit their votes. The meeting is hereby held open until Wednesday, 4:00 P.M. Eastern Time on March 25th, 2026. The record date for those eligible to vote will continue to be February 6th, 2026. The company will be filing a press release and a current report on Form 8-K with the SEC to announce the new meeting date and time. To change your vote and attend the virtual meeting on March 25th, 2026, you should continue to use the codes and internet access URL previously provided. These are not changing.
There being no further business to come before the special meeting of stockholders at this time, this meeting is now held open and adjourned to the new date of the meeting. On behalf of the Board of Directors and Management of RYVYL Inc., thank you for your time and, most importantly, your continued support. Have a good afternoon and evening.
The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.