UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On October 23, 2026, Adagio Medical Holdings, Inc.’s (the “Company”) held a Special Meeting of Stockholders (the “Special Meeting”). The stockholders considered one proposal which is described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on October 13, 2026 (the “Proxy Statement”). Of the 27,439,328 shares outstanding as of the record date, 14,582,518 shares, or 53.14%, were present or represented by proxy at the Special Meeting. The final results for the matter submitted to the stockholders at the Special Meeting is as follows:
Proposal No 1: Approval of a series of alternate amendments to the Company’s Amended and Restated Certificate of Incorporation to effect, at the option of the Company’s Board of Directors, a reverse stock split of the Company’s common stock at a ratio in the range of 1-for-10 to 1-for-500, inclusive, with such ratio to be determined by the Company’s Board of Directors in its sole discretion (the “Reverse Stock Split”). The votes were cast as follows:
| For | Against | Abstain | Broker Non-Votes | |||
| 13,762,886 | 819,231 | 401 | — |
Based on the foregoing votes the Reverse Stock Split was approved by the Company’s stockholders.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: October 26, 2026
| Adagio Medical Holdings, Inc. | ||
| By: | /s/ Deborah Kaster | |
| Name: | Deborah Kaster | |
| Title: | Chief Financial Officer and Chief Business Officer | |