Sharps Technology, Inc. (STSS)
NASDAQ: STSS · Real-Time Price · USD
1.960
-0.040 (-2.00%)
May 13, 2026, 4:00 PM EDT - Market closed
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Status Update

Mar 28, 2025

Operator

Good morning and thank you for standing by. At this time, I would like to welcome everyone to the Sharps Technology special meeting. I will now turn the call over to Robert Hayes, CEO. Please go ahead.

Robert Hayes
CEO, Sharps Technology Inc.

Thank you, Kelvin. Good morning, ladies and gentlemen. Welcome and thank you for coming to the special meeting of stockholders of Sharps Technology. My name is Robert Hayes. I'm the Chief Executive Officer and a member of the board of directors of the company, and I will act as chairperson of the meeting. We're excited to be hosting this special meeting, which is important to the company. We will conduct the business portion of our meeting first and answer questions germane to the meeting thereafter. Though we may not be able to answer every question, we will do our best to provide a response to as many as possible. It is now shortly after 10:00 A.M. Eastern Time on March 28, 2025, and this meeting is officially called to order.

I would like to introduce a few other members of the board, including Soren Christiansen, who's chairman of the board, Tim Ruemler, who's a board member, and I'd like to also introduce David Lowenstein, who's a founder of the company. At this time, I would like to recognize the following members. In addition, Andrew Crescenzo, our Chief Financial Officer, who will act as secretary of the meeting. Drew, would you please address some of the other formalities related to the meeting?

Andrew Crescenzo
CFO, Sharps Technology Inc.

Thank you, Robert. Certain formalities are required to convene this meeting, after which the matters stated in the notice of this meeting and in the proxy statement which you received shall be addressed. Authum August Apponeant Sichenzia Ross Ference Carmel LLP, has been appointed as the inspector of election for this meeting and is with us today and has been duly sworn. The Secretary of the company, Paul Denneau, will include the oaths of the inspector of election and reports of the inspector of election when completed regarding the quorum and voting in the minutes of this meeting. After the formal meeting has been adjourned, we will provide time for questions, as Robert indicated, germane to this meeting. Only validated stockholders may ask questions. Out of consideration for others, please limit yourself to one question. Please note that this meeting is being recorded.

The board of directors fixed January 29, 2025, as the record date for determining stockholders entitled to vote at this meeting. The stockholder list shows, as of the record date, there were 11,077,997 total shares of common stock outstanding and entitled to vote at this special meeting. We're informed by the inspector of election that they are represented in person or by proxy of common shares representing 4,334,176 votes or approximately 39.12% voting power on the record date. Since this represents more than 33% of the required voting power of all issued and outstanding common stock entitled to vote on this date, a quorum is present for the purposes of transacting business. That completes the administrative formalities. I turn the program back to you, Robert.

Robert Hayes
CEO, Sharps Technology Inc.

Thank you, Andrew. I'll now present the proposals to be voted on. We will address any questions you may have regarding the proposals later in the program. Proposal one is to grant discretionary authority to our board of directors to amend our articles of incorporation to combine outstanding shares of our common stock into a lesser number of outstanding shares or a reverse stock split at a specific ratio within a range of one for three up to one for eleven, with the exact ratio to be determined by our board and its discretion at any time within one year after stockholder approval is obtained, in order to regain compliance with the dollar price minimum bid, continuing NASDAQ listing requirements with respect to the issued and outstanding shares of our common stock, a.k.a. the reverse stock split.

Proposal two to authorize for purposes of complying with NASDAQ listing rule 5635D, the issuance of warrants, shares of common stock underlying the warrants and certain provisions of the warrants issued in connection with an offering and sale of securities of the company that was consummated on January 29, 2025. Proposal three to approve one or more adjournments of the special meeting if necessary or appropriate to solicit additional proxies in favor of the reverse stock split or issuance proposal if there are not sufficient votes at the special meeting to approve and adopt the reverse stock split proposal or the issuance proposal, the adjournment proposal.

Andrew Crescenzo
CFO, Sharps Technology Inc.

Thank you, Robert. Voting will proceed as I declare that the polls are open. You'll be given 10 minutes, up to 10 minutes, to complete and submit your ballots. Any stockholder who has not yet voted or wishes to change their vote 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 internet and do not want to change their vote do not need to take any action. It is now 10:05 A.M., and the polls are open.

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