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

On June 15, 2023, Precipio, Inc. (the "Company") convened its Annual Meeting of stockholders for the purpose of holding a stockholder vote (the "Annual Meeting"). At the Annual Meeting, the stockholders of the Company voted to:

1. elect Richard Sandberg, Douglas Fisher, M.D. and Jeffrey Cossman, M.D. as


    Class II directors for terms to expire in 2026;



2. ratify the appointment of Marcum LLP as our independent registered public


    accounting firm for the year ending December 31, 2023;



3. authorize the Company's Board of Directors to, in its discretion, to amend the


    Company's Third Amended and Restated Certificate of Incorporation to effect a
    reverse stock split at a ratio not less than 1-for-2 and not greater than
    1-for-30 at any time prior to the one-year anniversary of the date on which
    the reverse stock split is approved by the Company's stockholders at the
    Annual Meeting without further approval or authorization of our stockholders
    and with our Board of Directors able to elect to abandon such proposed
    amendment and not effect the reverse stock split authorized by stockholders,
    in its sole discretion, and, in connection therewith, to decrease the number
    of authorized shares of our common stock on a basis proportional to the
    reverse stock split ratio.



The proposals are described in detail in the Company's definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on April 25, 2023.

The number of shares of common stock entitled to vote at the Annual Meeting was 23,436,798. The number of shares of common stock present or represented by valid proxy at the Annual Meeting was 11,921,449 representing 50.86% of the total number of outstanding shares of the Company. Proposals 1, 2 and 3 submitted to a vote of the Company's stockholders at the Annual Meeting were approved.

The votes cast with respect to each matter voted upon are set forth below.

Proposal 1: proposal to elect Richard Sandberg, Douglas Fisher, M.D. and Jeffrey Cossman, M.D. as Class II directors for terms to expire in 2026:





                   Votes For Votes Against Withheld Brokers Non-Votes
Total Shares Voted 5,304,480 0             536,962  6,080,007




Richard Sandberg



             Votes For Votes Against Withheld
Total Shares 5,233,264 0             608,178










Douglas Fisher M.D.



             Votes For Votes Against Withheld
Total Shares 5,212,360 0             629,082




Jeffery Cossman M.D.



             Votes For Votes Against Withheld
Total Shares 5,207,139 0             634,303



Proposal 2: proposal to ratify the appointment of Marcum LLP as our independent registered public accounting firm for the year ending December 31, 2023 as set forth in the Proxy Statement, was as follows:





             Votes For  Votes Against Abstentions

Total Shares 11,289,762 527,918 103,769

Proposal 3: proposal to authorize the Company's Board of Directors to, in its discretion, to amend the Company's Third Amended and Restated Certificate of Incorporation to effect a reverse stock split at a ratio not less than 1-for-2 and not greater than 1-for-30 at any time prior to the one-year anniversary of the date on which the reverse stock split is approved by the Company's stockholders at the Annual Meeting without further approval or authorization of our stockholders and with our Board of Directors able to elect to abandon such proposed amendment and not effect the reverse stock split authorized by stockholders, in its sole discretion, and, in connection therewith, to decrease the number of authorized shares of our common stock on a basis proportional to the reverse stock split ratio.





                   Votes For Votes Against Abstain

Total Shares Voted 7,837,960 3,899,731 183,758

Item 9.01 Financial Statements and Exhibits.






 (d) Exhibits.




Exhibit
No.        Description

104        Cover Page Interactive Data File (embedded within the Inline XBRL
           document).

© Edgar Online, source Glimpses