RANI Rani Therapeutics Holdings, Inc. - 8-K

Item 5.07 Submission of Matters to a Vote of Security Holders.

On May 28, 2026, Rani Therapeutics Holdings, Inc. (the “Company”) held its annual meeting of stockholders (“Annual Meeting”). As of April 2, 2026, the record date for the Annual Meeting, there were 99,812,515 shares of Class A common stock outstanding and entitled to vote and 23,970,359 shares of Class B common stock outstanding and entitled to vote at the Annual Meeting. Holders of the Company’s Class A common stock and holders of the Company’s Class B common stock are entitled to one vote per share. Holders of Class A common stock and Class B common stock voted together as a single class on all matters submitted to a vote of stockholders at the Annual Meeting.

The following is a summary of the matters voted on at the Annual Meeting based on the report of the voting results by the inspector of election. The Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 16, 2026 contains a description of the following proposals considered at the Annual Meeting, each of which were approved by the Company's stockholders at the Annual Meeting as set forth below:

1. The Company’s stockholders elected the director nominees below, to hold office until the 2027 annual meeting of stockholders or until their successors are duly elected and qualified, as follows:

For

Withheld

Broker

Non-Votes

Talat Imran

57,336,620

148,439

19,921,604

Mir Imran

56,592,898

892,161

19,921,604

Dennis Ausiello, M.D.

57,356,662

128,397

19,921,604

Jean-Luc Butel

52,488,017

4,997,042

19,921,604

Vasudev Bailey, Ph.D.

57,382,892

102,167

19,921,604

Abraham Bassan

57,369,150

115,909

19,921,604

Lisa Rometty

57,271,205

213,854

19,921,604

2. The Company’s stockholders ratified the appointment of CBIZ CPAs P.C. as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026, as follows:

For: 77,019,828

Against: 332,645

Abstain: 54,190