Item 5.07 Submission of Matters to a Vote of Security Holders

On November 28, 2022, Integrated BioPharma, Inc. (the "Company") held its 2022 Annual Meeting of Stockholders (the "Annual Meeting"). A total of 29,949,610 shares of the Company's common stock, par value $0.002 per share, were entitled to vote as of the close of business on October 14, 2022, the record date for the Annual Meeting. The holders of 23,458,877 shares of common stock, representing a quorum, were present in person or represented by proxy at the Annual Meeting, at which the stockholders were asked to vote on two proposals. The proposals are described in detail in the Company's definitive proxy materials which were filed with the Securities and Exchange Commission and first made available to stockholders on or about October 27, 2022 (the "Definitive Proxy Statement"). At the Annual Meeting, Eric Friedman was elected as Class III director to serve until the 2025 Annual Meeting of Stockholders (subject to his respective earlier removal, death or resignation) and until his successor is elected and qualified. The Company's stockholders also ratified the appointment of Marcum LLP as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2023.

Proposal No. 1 -To elect one Class III director for a three-year term to serve until the 2025 Annual Meeting of Stockholders

The Company's stockholders voted for the election of one Class III director, Eric Friedman, to serve until the 2025 Annual Meeting of Stockholders (subject to his respective earlier removal, death or resignation) and until his successor is elected and qualified. The final voting results were as follows:



                                       Broker
                 For       Withheld   Non-Votes
Eric Friedman 21,738,259     85,901   1,634,717

Proposal No. 2 - To ratify the appointment of the Company's independent auditors for the fiscal year ending June 30, 2023

The Company's stockholders voted in favor of ratifying the appointment of Marcum LLP as the Company's independent auditors for the fiscal year ending June 30, 2023. The final voting results were as follows:



   For       Against   Abstain
23,403,076   25,801    30,000

There were no other matters voted upon at the Annual Meeting.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The following exhibit relating to Item 5.07 shall be deemed to be furnished, and not filed:



104   Cover Page Interactive Data File (embedded within the Inline XBRL document)




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