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CO-DIAGNOSTICS, INC. Form 8-K (Dec. 16, 2020)

Summary

Current report on Form 8-K of Co-Diagnostics, Inc. reporting an event dated December 16, 2020. Under Item 5.07 the company reports that its annual meeting of stockholders took place by live webcast on December 16, 2020, with 16,648,543 shares of common stock present in person or by proxy. Dwight H. Egan, Eugene Durenard, Ph.D., Edward L. Murphy, Richard S. Serbin and James B. Nelson were elected directors; Dwight H. Egan received 4,077,883 votes for and 806,401 withheld. Stockholders ratified Haynie & Company as independent registered public accounting firm for the fiscal year ending December 31, 2020, with 15,356,212 votes for, 881,101 against and 356,303 abstaining. The signature block carries /s/ Reed Benson, Chief Financial Officer and Secretary, dated December 17, 2020.

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“CO-DIAGNOSTICS, INC. Form 8-K (Dec. 16, 2020).” Original at www.sec.gov. Archived at Pandemic Darlings, https://pandemicdarlings.com/source-documents/sec-codx-8-k-filed2020-12-17-0001493152-20-023820-843529d865/, SHA-256 6f85fc9b4f0ad1c2347d9e8de1da7a2e95f47c8e6d6dbca5649d5c6df084c0e6.

Full text

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): December 16, 2020

CO-DIAGNOSTICS,
INC.

(Exact
name of registrant as specified in its charter)

Utah | 1-38148 | 46-2609363
(State
 or other jurisdiction of incorporation) | (Commission File
 Number) | (IRS
 Employer Identification
 No.)

2401
S. Foothill Drive, Suite D, Salt Lake City, Utah 84109

(Address
of principal executive offices)

(801)
438-1036

(Registrant’s
telephone number, including area code)

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, par value $0.001 per share | CODX | NASDAQ
 Capital Market

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 [X]

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.

The 2020 annual meeting of the stockholders
of Co-Diagnostics, Inc. (the “ Company ”) was held via live webcast on December 16, 2020 (the “ Annual
Meeting ”). At the Annual Meeting, the stockholders voted on two proposals as set forth below, each of which are
described in detail in the 2020 Proxy Statement filed with the U.S. Securities and Exchange Commission on November 3, 2020.

There were 16,648,543 shares of common
stock present at the Annual Meeting in person or by proxy, which constituted a quorum for the transaction of business. In deciding
the proposals at the Annual Meeting, each share of common stock represented one vote.

The number of votes cast for and against and
the number of abstentions and broker non-votes with respect to each matter voted upon are set forth below.

Proposal
#1: The individuals listed below were elected at the 2020 Annual Meeting to serve as directors of the Company until the next
annual meeting of stockholders or until their respective successors have been duly elected and qualified:

Director Nominee | Votes For | Withheld | Broker
 Non-Votes
Dwight H. Egan | 4,077,883 | 806,401 | 11,764,299
Eugene Durenard, Ph.D. | 4,100,323 | 783,961 | 11,764,299
Edward L. Murphy | 4,025,984 | 858,300 | 11,764,299
Richard S. Serbin | 3,416,410 | 1,467,874 | 11,764,299
James B. Nelson | 2,859,245 | 2,025,039 | 11,764,299

Each
of the individuals listed above was elected as a director of the Company to serve until the 2021 annual meeting of stockholders
and until successors are duly elected or until the earliest of their removal or resignation.

Proposal
#2: The ratification of the appointment of Haynie & Company as the Company’s independent registered public accounting
firm for the fiscal year ending December 31, 2020. There were no broker non-votes on this matter. This proposal was approved as
set forth below:

For (%) | Against (%) | Abstain
15,356,212 (94.6 | %) | 881,101 (5.4 | %) | 356,303

The
stockholders voted to ratify the selection of Haynie & Company as the Company’s independent registered public accounting
firm for the fiscal year ending December 31, 2020.

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.

CO-DIAGNOSTICS,
 INC.
By: | /s/
 Reed Benson
Name: | Reed
 Benson
Title: | Chief
Financial Officer and Secretary

Date:
December 17, 2020

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SEC_CODX_8-K_filed2020-12-17_0001493152-20-023820.htm
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