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

On September 15, 2021, Heat Biologics, Inc. (the "Company") held its 2021 Annual Meeting of Stockholders (the "Annual Meeting"). At the Annual Meeting, the Company's stockholders approved the Company's 2021 Employee Stock Purchase Plan (the "2021 Employee Plan") as well as the 2021 Subsidiaries Stock Incentive Plan (the "2021 Subsidiaries Plan"). A description of the 2021 Employee Plan and the 2021 Subsidiaries Plan, is set forth in the Company's definitive proxy statement on Schedule 14A for the Annual Meeting, which was filed on August 3, 2021 with the Securities and Exchange Commission (the "Definitive Proxy Statement"), in the sections entitled "Proposal 3-APPROVAL OF THE 2021 EMPLOYEE STOCK PURCHASE PLAN" and "Proposal 4-APPROVAL OF THE HEAT BIOLOGICS, INC. 2021 SUBSIDIARIES STOCK INCENTIVE PLAN", which are incorporated herein by reference. The description is qualified in its entirety by reference to the full text of 2021 Employee Plan and the 2021 Subsidiaries Plan, a copy of which are included as an exhibit hereto and attached to the Definitive Proxy Statement as Exhibit A and Exhibit B, respectively.

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

On September 15, 2021, at the Annual Meeting, the Company's stockholders voted on the following four (4) proposals and cast their votes as described below.

These matters are described in detail in the Definitive Proxy Statement.

The final results for Proposals 1, 2, 3 and 4 as set forth in the Definitive Proxy Statement are as follows:

Proposal 1 - Election of Directors

The following four (4) individuals were elected as directors, to serve until the 2022 Annual Meeting of Stockholders and until their respective successors have been duly elected and qualified with the following votes:





     Name of Director         Votes For   Withheld    Broker Non-Votes

1.  Jeffrey Wolf              3,339,151    848,480       7,776,767
2.  John Monahan, Ph.D.       2,833,425   1,354,206      7,776,767
3.  Edward B. Smith, III      2,686,381   1,501,250      7,776,767
4.  John Prendergast, Ph.D.   2,830,413   1,357,218      7,776,767

Proposal 2 - Ratification of Appointment of Independent Registered Public Accounting Firm

The stockholders ratified and approved the appointment of BDO USA, LLP as the Company's independent registered public accounting firm for the year ending December 31, 2021, based on the votes set forth below:

Votes For Votes Against Abstentions Broker Non-Votes



10,127,013     1,616,102       221,283            0

Proposal 3 - Approval of our 2021 Employee Stock Purchase Plan

As further described above in Item 5.02 of this Current Report on Form 8-K, the stockholders approved and adopted the 2021 Employee Stock Plan. The results of the voting for this approved proposal were as follows:





Votes For   Votes Against   Abstentions   Broker Non-Votes

3,146,983      926,771        113,877        7,776,767

Proposal 4 - Approval of our 2021 Subsidiaries Stock Incentive Plan

As further described above in Item 5.02 of this Current Report on Form 8-K, the stockholders approved and adopted the 2021 Subsidiaries Plan. The results of the voting for this approved proposal were as follows:





Votes For   Votes Against   Abstentions   Broker Non-Votes

2,587,431     1,479,055       121,145        7,776,767

Item 9.01. Financial Statements and Exhibits.





(d) Exhibits.



Exhibit
 Number    Description

 10.1        The Heat Biologics, Inc. 2021 Employee Stock Purchase Plan
           (incorporated by reference to Exhibit A to the Definitive Proxy
           Statement on Schedule 14A filed with the Securities and Exchange
           Commission on August 3, 2021)
  10.2       The Heat Biologics, Inc. 2021 Subsidiaries Stock Incentive Plan
           (incorporated by reference to Exhibit B to the Definitive Proxy
           Statement on Schedule 14A filed with the Securities and Exchange
           Commission on August 3, 2021)
  104      Cover Page Interactive Data File (the cover page XBRL tags are
           embedded within the inline XBRL document)

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