Shareholder Vote

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549   FORM 8-K   CURRENT REPORT   Pursuant to Section 13 or 15(d) of the Securities Exchange Act 1934   Date of Report (date of earliest event reported): November 14, 2023   AGEAGLE AERIAL SYSTEMS INC. (Exact name of registrant as specified in charter)   Nevada   001-36492   88-0422242 (State of Incorporation)   (Commission File No.)   (IRS Employer Identification No.)   8201 E. 34 th Cir N Wichita , Kansas 67226 (Address Of Principal Executive Offices) (Zip Code)   (620) 325-6363 (Registrant’s Telephone Number, Including Area Code)     (Former Name or Former Address, is Changed Since Last Report)   Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)     ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)     ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))     ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))   Title of each class   Trading Symbol(s)   Name of each exchange on which registered Common Stock   UAVS   NYSE American LLC   Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).   Emerging growth company ☐   If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐             Item 5.07 Submission of Matters to a Vote of Security Holders .   On November 14, 2023, 2023, AgEagle Aerial Systems Inc. (the “Company”) held a Special Meeting of Shareholders (the “Special Meeting”) to vote on the following matters:   1. Approval to authorize the Board of Directors (the “Board”), at the discretion of the Board, to file an amendment to the Company’s Articles of Incorporation, as amended to date, to authorize a reverse stock split of the Company’s Common Stock with a ratio in the range between and including 1-for-10 shares and 1-for-20 shares, for the primary purpose of maintaining the Company’s listing on NYSE American (the “Reverse Split Proposal”)   For     Against     Abstain     Broker Non-Vote     29,962,881       14,384,663       262,801       0     2. Approval to amend the Company’s 2017 Omnibus Equity Incentive Plan to increase the number of shares of Common Stock authorized for issuance under the plan from 10,000,000 shares to 15,000,000 shares before the Reverse Split (the “Plan Amendment Proposal”)   For     Against     Abstain     Broker Non-Vote     11,106,711       7,423,863       201,518       25,878,253     Both Reverse Split Proposal and Plan Amendment Proposal were adopted by the shareholders at the Special Meeting.         SIGNATURES   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.   AGEAGLE AERIAL SYSTEMS, INC.           By: /s/ Barrett Mooney   Name: Barrett Mooney   Title: Chief Executive Officer     Dated: November 16, 2023