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 of 1934

Date of Report (Date of earliest event reported) ~~May~~July 3015, 2024

Daxor Corporation (Exact name of registrant as specified in its charter)

(Exact name of registrant as specified in its charter)

New York	811-22684	13-2682108
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

109 Meco Lane, Oak Ridge, TN		37830
107 Meco Lane, Oak Ridge, TN		37830
(Address of principal executive offices)		(Zip Code)

212-330-8500 Registrant’s telephone number, including area code

Registrant’s telephone number, including area code

(Former name or former address, if 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)) Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock $0.01 par value		DXR		Nasdaq

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

Item 3 5.0107 ~~Notice~~Submission of ~~Delisting~~Matters ~~or Failure~~ to ~~Satisfy~~ a ~~Continued~~Vote ~~Listing Rule or Standard; Transfer~~ of ~~Listing.~~Security Holders

OnThe ~~May~~Company’s ~~30,~~Annual ~~2024,~~Meeting ~~Nasdaq~~was ~~notified~~held ~~the~~July ~~company~~15, ~~that~~2024. ~~due~~At to the ~~passing~~Annual ~~of Mr. James A. Lombard on October 17~~Meeting, ~~2023,~~ the ~~company~~following nodirectors ~~longer complied~~were ~~with~~elected ~~Nasdaq’s~~for ~~audit~~terms ~~committee~~expiring at ~~requirement set forth in Listing Rule 5605. However, based on~~ the ~~information~~annual ~~regarding the~~meeting ~~appointment~~ of ~~Caleb~~shareholders ~~DesRosiers~~ to ~~the~~be ~~company’s~~held ~~audit~~in ~~committee,~~2025 ~~as reported to Nasdaq~~ by the ~~company,~~votes ~~the Nasdaq Staff has determined that the company complies with the Rule, and subject to disclosure requirements, the matter is closed.~~indicated:

	For		Withheld		Broker Non-votes
Henry D. Cremisi, MD		3,545,668		28,391		1,229,615
Edward Feuer		3,542,996		31,063		1,229,615
Joy Goudie, Esq.		3,545,643		28,416		1,229,615
Michael Feldschuh		3,524,421		49,638		1,229,615
Jonathan Feldschuh		3,524,421		49,638		1,229,615
Caleb DesRosiers, Esq.		3,545,668		28,391		1,229,615

The following reflects the voting results for matters other than the election of directors brought for vote at the Annual Meeting:

		For				Against				Abstain				Broker Non-votes
Ratification of Citrin Cooperman, LLP as Daxor Corporation’s independent registered public accounting firm			4,759,964				28,418				15,797				-0-

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.

	DAXOR CORPORATION
	(Registrant)
Date: June 5, 2024	By:	/s/ Robert J. Michel
Date: July 18, 2024	By:	/s/ Robert J. Michel
	Name:	Robert J. Michel
	Title:	Chief Financial Officer

About Daxor Corporation

Daxor Corporation (Nasdaq: DXR) is an innovative medical instrumentation and biotechnology company focused on blood volume measurement. We developed and market the BVA-100® (Blood Volume Analyzer), the first diagnostic blood test cleared by the FDA to provide safe, accurate, objective quantification of blood volume status and composition compared to patient-specific norms. The BVA technology has the potential to improve hospital performance metrics in a broad range of surgical and medical conditions including heart failure and critical care by better informing treatment strategies, resulting in significantly better patient outcomes. Our mission is to partner with clinicians to incorporate BVA technology into standard clinical practice and improve the quality of life for patients. For more information please visit our website at Daxor.com.

Forward-Looking Statements

Certain statements in this release may include forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including without limitation, statements regarding the impact of hiring sales staff and expansion of our distribution channels. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this release, including, without limitation, those risk associated with our post-market clinical data collection activities, benefits of our products to patients, our expectations with respect to product development and commercialization efforts, our ability to increase market and physician acceptance of our products, potentially competitive product offerings, intellectual property protection, FDA regulatory actions, our ability to integrate acquired businesses, our expectations regarding anticipated synergies with and benefits from acquired businesses, and additional other risks and uncertainties described in our filings with the SEC. Forward-looking statements speak only as of the date when made. Daxor does not assume any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Investor Relations Contact:

Bret Shapiro Sr. Managing

Partner,CORE IR 516-222-2560

brets@coreir.com

Filing Compare · DAXOR CORP