Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal

            Year.



On January 31, 2023, Future Health ESG Corp., a Delaware corporation (the "Company"), held a special meeting of stockholders (the "Meeting"). At the Meeting, the Company's stockholders approved an amendment (the "Charter Amendment") to the Company's Amended and Restated Certificate of Incorporation to decrease the number of authorized shares of common stock, par value $0.0001 per share, from 500,000,000 to 26,000,000. On January 31, 2023, the Company filed a copy of the Charter Amendment with the Secretary of State of the State of Delaware. A copy of the Charter Amendment is attached as Exhibit 3.1 hereto and is incorporated herein by reference.

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

At the Meeting, the Company's stockholders approved the Charter Amendment to decrease the number of authorized shares of common stock, par value $0.0001 per share, from 500,000,000 to 26,000,000 (the "Charter Amendment Proposal").

The final voting results for the Charter Amendment Proposal were as follows:





    For          Against       Abstain
  4,802,623           0             0

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are filed with this Form 8-K:






Exhibit No.   Description of Exhibits
                Second Amendment to the Amended and Restated Certificate of
  3.1         Incorporation, filed on January 31, 2023.
              Cover Page Interactive Data File (embedded within the Inline XBRL
104           document).

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