{"url_path":"/sec/hleo/8-k/2026-05-15/item-5-07","section_key":"item-5-07","section_title":"Item 5.07 Submission of Matters to a Vote of","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-05-15","source_url":"https://www.sec.gov/Archives/edgar/data/1953988/0001213900-26-057683-index.html","accession_number":"0001213900-26-057683","cik":"0001953988","ticker":"HLEO","issuer_name":"Helio Corp /FL/","edgar_url":"https://www.sec.gov/Archives/edgar/data/1953988/0001213900-26-057683-index.html","primary_entity_key":"0001953988","primary_entity_name":"Helio Corp /FL/"},"word_count":461,"has_tables":true,"body_markdown":"**Item 5.07 Submission of Matters to a Vote of\nSecurity Holders.**\n\n** **\n\nOn May 11, 2026, Helio Corporation (the “**Company**”)\nreceived the written consent (the “**Written Consent**”) of holders of record of an aggregate of 16,331,019 shares of the\nCompany’s common stock, par value $0.0001 per share (the “**Common Stock**”), representing approximately 64.44% of the 25,342,454\nshares of Common Stock issued and outstanding as of such date, acting in lieu of a special meeting pursuant to Section 607.0704 of the\nFlorida Business Corporation Act and the Company’s bylaws. The consenting shareholders are Gregory Delory (5,600,780 shares; 22.10%),\nPaul Turin (7,730,329 shares; 30.50%), and Edward Cabrera (3,000,000 shares; 11.84%).\n\n \n\nBy the Written Consent, the majority shareholders\napproved and authorized an amendment to the Company’s Articles of Incorporation to effect a reverse stock split of the Company’s issued\nand outstanding Common Stock (the “**Reverse Stock Split**”) at a ratio within the range of 1.25-for-1 to 5-for-1, with the\nexact ratio and timing to be determined by the Board of Directors (or a duly authorized committee thereof) in its sole discretion at any\ntime within 12 months following the date of the Written Consent. Fractional shares resulting from the Reverse Stock Split will be addressed\nas determined by the officers of the Company, including by rounding up to the nearest whole share or payment of cash in lieu of fractional\nshares. The Board of Directors approved and recommended the Reverse Stock Split at a duly called meeting held on May 9, 2026. Upon determination\nof the exact ratio, the proper officers of the Company are authorized and directed to prepare, execute, and file Articles of Amendment\nto the Company’s Articles of Incorporation with the Florida Department of State, Division of Corporations, coordinating effectiveness\nwith (i) the applicable Schedule 14C notice period under Regulation 14C of the Securities Exchange Act of 1934, as amended, (ii) FINRA\ncorporate action processing, and (iii) the Company’s transfer agent.\n\n \n\nThe Board of Directors has determined that the\nReverse Stock Split is advisable and in the best interests of the Company and its shareholders in order to support the Company’s proposed\nuplisting of its Common Stock to a national securities exchange. Both the Nasdaq Capital Market and the New York Stock Exchange impose\na minimum bid price requirement of $4.00 per share for initial listing, and the Reverse Stock Split is intended to bring the Company’s\nshare price into compliance with that threshold in connection with a contemplated underwritten public offering.\n\n \n\n1\n\n \n\n \n\n**SIGNATURES**\n\n \n\nPursuant to the requirements of the Securities Exchange Act of 1934,\nthe Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.\n\n \n\n \n**HELIO CORPORATION**\n\n \n \n\nDate: May 15, 2026\nBy:\n/s/ *Edward Cabrera*\n\n \nName: \nEdward Cabrera\n\n \nTitle:\nChief Executive Officer\n\n** **\n\n \n\n2"}