Good day, everyone, and welcome to today's RYTHM Inc.'s special meeting of stockholders. I will turn the call over to your host, Chairman and Interim CEO, Ben Kovler. Please go ahead.
Thank you. Good morning, everyone. I am Ben Kovler, Chairman and Interim CEO of RYTHM Inc.. On behalf of the Board of Directors and Management, I would like to welcome all of you to RYTHM's special meeting of stockholders. Thank you for joining us today. It is now 10:00 A.M. Central Time on August 10th, 2026, and this meeting is officially called to order. Members of our management team and Board of Directors are joining me today. Before beginning the formal business of the meeting, I would like to direct everyone to the meeting agenda, which you can see on your screen in the virtual meeting portal, and to the rules for orderly conduct, which you can review by clicking on the arrow next to Rules and Procedures in the meeting material section of the portal window.
It is our intention to follow the agenda so that the purpose of the meeting may be achieved in an orderly and expeditious fashion. Stockholders attending this meeting will have an opportunity to ask questions in the designated field on the web portal. We request that submitted questions are relevant to the purposes of this meeting. The company will make every effort to address each of the submitted stockholder questions, but may not be able to do so during the meeting. To conduct an orderly meeting, we ask that all participants abide by the proposed rules. Please note that the rules of conduct will apply to all questions posed. Please note that today's meeting is being recorded. However, no one attending via the webcast or telephone is permitted to use an audio recording device.
Kate Lloyd, who is here, will be acting as secretary for this meeting, and we will now turn to the formal proceedings. Today's meeting is taking place pursuant to the notice of special meeting, which is dated July 9th, 2026. Our proxy statement was properly made available to all stockholders of record at the close of business on July 9th, 2026. The record date for this meeting is June 26th, 2026. Only stockholders of record on that date are entitled to vote at this meeting. A list of the company stockholders as of the record date is available today for examination. Robert Johnson has been appointed Inspector of Elections by the Board of Directors of the company. He has taken the oath of Inspector of Elections and will assist in the conduct of this election.
To assist in the record keeping, we will assume that all stockholders who have signed and returned a proxy card or previously voted by phone or internet intend to vote their shares as previously voted, unless such stockholders vote through the web portal today. Immediately prior to the meeting, the Inspector of Elections advised me that the holders of greater than one-third of the company's issued and outstanding shares entitled to vote as of the record date are represented here today by proxy. According to our bylaws, holders of one-third of our issued and outstanding shares represent a quorum. Therefore, today's meeting may proceed. Good news. The first order of business on the agenda is the presentation and discussion regarding the proposal presented for the approval at this special meeting of stockholders. The proposal for today's meeting is as follows.
To approve the issuance of shares of common stock to the holders of certain convertible promissory notes and warrants and pursuant to shared services agreements in accordance with Nasdaq Listing Rule 5635. The affirmative vote of a majority of the votes cast on this proposal is required for the approval of this proposal. On this proposal, each stockholder is entitled to vote. That is entitled to vote, is entitled to vote for, against, or abstain. If a stockholder would like to make a comment regarding the proposal, please submit your comment through the web portal.
There are no comments or questions at this time.
Okay, thanks, Kate. There being no further discussion regarding the proposal, we turn to the second order of business. On today's date, August 10, 2026, I now declare the polls open for a vote of the stockholders on the proposal. Any stockholder who has not yet voted or wishes to change their vote may do so by clicking on the voting buttons on the web portal and following the instructions there. Stockholders who have sent in proxies or voted via telephone or internet and do not want to change their vote do not need to take any action. We'll pause for voting. All right. I think now that everyone has had the opportunity to vote, I now declare the polls closed for this special meeting of stockholders.
I have been advised by the Inspector of Elections that the motion has passed by the requisite majority of votes cast at this meeting. Therefore, I declare the resolution passed. The vote total will be reported on Form 8-K to be filed with the Securities and Exchange Commission. There being no further business to come before the formal portion of this meeting, I hereby declare the formal portion of this meeting adjourned. We will now address any general questions from shareholders.
There are no questions.
No questions. Well, thanks everybody for dialing and joining in. We thank you for your participation. Talk soon.
That concludes our meeting today. You may now disconnect.