MRZM Marizyme Inc (QB)

Item 5.07 Submission of Matters to a Vote of Security Holders

On December 27, 2022, Marizyme, Inc. (the “Company”) held its Annual Meeting of Shareholders virtually via live audio webcast at https://agm.issuerdirect.com/mrzm. A total of 20,964,240 shares of common stock representing 51.73% of the aggregate shares outstanding and eligible to vote and constituting a quorum were represented in person or by valid proxies at the annual meeting.

David Barthel, Terry Brostowin, Esq., Dr. William Hearl, Julie Kampf, Dr. Vithalbhai Dhaduk, Michael Stewart, and Dr. Nilesh Patel were each elected as directors of the Company to serve until the next annual meeting of shareholders.

The shareholders approved an amendment to the Company’s Articles of Incorporation, as amended to date, to increase the total number of shares of the Company’s authorized common stock to 75,000,000, on a post-reverse stock split basis.

The shareholders ratified an amendment to the Company’s Amended and Restated 2021 Stock Incentive Plan.

The shareholders also ratified the appointment of WithumSmith+Brown, P.C. as the independent registered public accounting firm for the fiscal year ending on December 31, 2022.

The shareholders voted in favor of the non-binding advisory proposal that the preferred frequency of stockholder advisory votes on executive compensation, referred to as “say-on-frequency,” be approved for every one year.

The final voting results on these matters were as follows:

1. Election of Directors:

2. Approval of the Amendment to the Company’s Articles of Incorporation, as Amended to Date, to Increase the Total Number of Shares of Authorized Common Stock to 75,000,000 on a Post-Reverse Stock Split Basis:

3. Ratification of the Amendment to the Company’s Amended and Restated 2021 Stock Incentive Plan:

4. Ratification of the Appointment of WithumSmith+Brown PC as Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2022:

5. Non-Binding Advisory Vote on Preferred Frequency of Stockholder Advisory Votes on Executive Compensation, referred to as “Say-On-Frequency”:

In light of the results of the “say-on-frequency” vote and other factors, the Board of Directors has determined that the Company will hold future advisory votes on the compensation of its named executive officers on an annual basis until the next “say-on-frequency” vote is conducted or until the Board of Directors determines that it is in the best interest of the Company to hold such votes with a different frequency. The next advisory vote regarding the frequency of say on frequency votes is required to occur no later than the Company’s 2028 Annual Meeting of Shareholders.