{"url_path":"/sec/mdrr/8-k/2026-06-17/item-5-07","section_key":"item-5-07","section_title":"Item 5.07 **","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-17","source_url":"https://www.sec.gov/Archives/edgar/data/1654595/0001104659-26-075174-index.html","accession_number":"0001104659-26-075174","cik":"0001654595","ticker":"MDRR","issuer_name":"Medalist Diversified, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1654595/0001104659-26-075174-index.html","primary_entity_key":"0001654595","primary_entity_name":"Medalist Diversified, Inc."},"word_count":339,"has_tables":true,"body_markdown":"**ITEM 5.07**\n\n**SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS**\n\n \n\nAt the Annual Meeting, the Company’s stockholders: (i) elected two Class III director nominees; (ii) approved, on an advisory basis, the compensation of the Company’s named executive officers, as disclosed in the Company’s proxy statement filed with the Securities and Exchange Commission on May 15, 2026; (iii) ratified the appointment of Cherry Bekaert LLP as the Company’s independent registered public accounting firm for the current fiscal year ending December 31, 2026; and (iv) approved an amendment to the Company’s charter related to the Company’s tax benefit strategy.\n\n​\n\nThe total number of shares of common stock entitled to vote at the Annual Meeting was 1,428,500, of which 928,583 shares, or 65%, were present in person or by proxy.\n\n​\n\nA description of each proposal voted on at the Annual Meeting, and the voting results for each such proposal, are set forth below:\n\n​\n\n**Proposal No. 1:** The proposal to elect two Class III directors to serve for a three-year term until the 2029 annual meeting of stockholders, until each such director’s successor is duly elected and qualified, was approved by the votes set forth below:\n\n​\n\n​\n\n**Nominee**\n\n**Votes For**\n\n**Votes Withheld**\n\n**Broker Non-Votes**\n\nFrancis P. Kavanaugh\n\n685,986\n\n25,619\n\n216,978\n\nNeil Farmer\n\n672,397\n\n39,208\n\n216,978\n\n​\n\n​\n\n​\n\n**Proposal No. 2:**The compensation of the Company’s named executive officers was approved, on an advisory and non-binding basis, by the votes set forth below:\n\n​\n\n​\n\n**Votes For**\n\n**Votes Against**\n\n**Abstentions**\n\n**Broker Non-Votes**\n\n685,068\n\n24,065\n\n2,472\n\n216,978\n\n​\n\n​\n\n**Proposal No. 3:** The appointment of Cherry Bekaert LLP as the Company’s independent registered public accounting firm for the current fiscal year ending December 31, 2026 was ratified by the votes set forth below:\n\n​\n\n​\n\n**Votes For**\n\n**Votes Against**\n\n**Abstentions**\n\n**Broker Non-Votes**\n\n908,752\n\n1,301\n\n18,530\n\n—\n\n​\n\n​\n\n**Proposal No. 4:**The proposed amendment to the Company’s charter related to the Company’s tax benefit strategy:\n\n​\n\n​\n\n**Votes For**\n\n**Votes Against**\n\n**Abstentions**\n\n**Broker Non-Votes**\n\n675,502\n\n30,593\n\n5,511\n\n216,977\n\n​\n\n​\n\n​"}