Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(a) Amendment and Restatement of 2021 Incentive Stock Option Plan

On July 28, 2022, at the Company's 2022 Annual Meeting of Stockholders (the "Annual Meeting"), the stockholders of Bloomios Incorporated (the "Company") approved the Amended Bloomios 2021 Incentive Stock Option Plan (the "2021 Plan") to increase the available share reserve by 1.5 million shares as described in our definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on July 5, 2022 (the "Proxy Statement"). The amended 2021 Plan previously had been approved, subject to stockholder approval, by the Executive Compensation Committee of the Board of Directors of the Company (the "Board of Directors").

A summary of the amended 2021 Plan is set forth in our Proxy Statement. That summary and the foregoing description of the amendment are qualified in their entirety by reference to the text of the amended 2021 Plan, which is filed as Exhibit 10.1 hereto and incorporated herein by reference.

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

At the Annual Meeting, held on July 28, 2022, the Company's stockholders approved the four proposals listed below. The final results for the votes regarding each proposal are set forth in the following tables. Each of these proposals is described in detail in the Company's Proxy Statement.





1. Elect three members of the Board of Directors, each to serve for a one-year
term:



                                  Votes                           Broker
Name             Votes For       Against       Abstentions       Non-Votes
Michael Hill      8,896,496           -                -            5,750
John Bennett      8,896,496           -                -            5,750
Barrett Evans     8,896,496           -                -            5,750

2. Authorize the Board of Directors to reverse split the common stock by a ratio of one-fortwo to one-for-ten.

Votes For Votes Against Abstentions Broker Non-Votes 8,901,898 348

           -             -

3. Approve the amendment of the Bloomios Inc's 2021 Incentive Stock Option Plan.

Votes For Votes Against Abstentions Broker Non-Votes 8,886,571 9,900 -

             -

4. Ratification of the issuance of notes to company executives for accrued but unpaid compensation.

Votes For Votes Against Abstentions Broker Non-Votes 8,886,571 9,900 -

             -

5. Ratify the appointment of BF Borgers CPA PC to serve as our independent registered public accounting firm for the fiscal year ending December 31, 2022.

Votes For Votes Against Abstentions Broker Non-Votes 8,902,217 -

           29             -





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Item 9.01. Financial Statements and Exhibits.





(a) Exhibits



Exhibit                                           Incorporated by Reference        Filed
Number            Exhibit Description           Form       Date        Number     Herewith
  10.1       2021 Equity Incentive Plan, as                                          X
           amended
           Cover Page Interactive Data File
104        (embedded within the Inline XBRL                                          X
           document).





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