Item 5.07. Submission of Matters to a Vote of Security Holders.

Protagenic Therapeutics, Inc. (the "Company") held its 2022 Annual Meeting of Stockholders (the "Annual Meeting") on November 23, 2022. Holders of an aggregate of 17,209,612 shares of the Company's Common Stock at the close of business on September 26, 2022 were entitled to vote at the Annual Meeting, of which 10,234,449 shares were present in person or represented by proxy. At the Annual Meeting, the Company's stockholders voted as follows:





Proposal One: The stockholders elected each of the following individuals as a
Class I director to serve their terms until the Company's 2025 Annual Meeting of
Stockholders, and until their respective successors are duly elected and
qualified.



Name                    For          Against      Withheld       Broker Non-Votes
Khalil Barrage        5,949,384           -         469,906           3,815,159
Timothy R. Wright     6,372,127           -         47,163            3,815,159

As a result of the vote, the composition of the Board of Directors is now:





Name                       Class of Director      Term Expires
Garo H. Armen, PhD             Class III       2024 Annual Meeting
Robert B. Stein, MD, PhD       Class II        2023 Annual Meeting
Khalil Barrage                  Class I        2025 Annual Meeting
Timothy R. Wright               Class I        2025 Annual Meeting
Brian J. Corvese               Class III       2024 Annual Meeting
Jennifer Buell, PhD            Class II        2023 Annual Meeting

Proposal Two: The stockholders approved an amendment to the Company's Third Amended and Restated Certificate of Incorporation to effect a reverse stock split in the range of 1-for-2 to 1-for-4, with the exact ratio to be set within that range at the discretion of our board of directors without further approval or authorization of our stockholders and with our board of directors able to elect to abandon such proposed amendment and not effect the reverse split authorized by stockholders, in its sole discretion (the "reverse split amendment"). The Board only intends to implement the Reverse Stock Split to the extent it believes necessary to maintain our listing on NASDAQ for the future.





    For          Against      Abstain
  9,224,529       978,121       31,799

Proposal Three: The stockholders ratified the selection of MaloneBailey LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2022.





    For          Against      Abstain
  9,963,481       260,269       10,699

Proposal Four: The stockholders approved an advisory vote to approve named executive officer compensation. As required by Section 14A of the Securities Exchange Act of 1934, we provided our stockholders with the opportunity to cast a non-binding advisory vote on the compensation of our named executive officers, as disclosed pursuant to Item 402 of Regulation S-K, including the compensation tables and narrative discussion beginning on page 11 of the proxy statement. The stockholders approved this proposal.





    For          Against       Abstain       Broker Non-Votes
  5,911,600       228,647       279,043           3,815,159




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Item 8.01 Other Events.

On Wednesday, November 23, 2022, in the Business Update commentary immediately following the business section of the Company's annual shareholder meeting, the Company provided updated guidance concerning its top priority - satisfying regulatory requirements to begin Phase I of its planned Phase I/IIa clinical trial for PT00114. This guidance consisted of:

Seeking the most expedient way to begin this trial, the Company has pursued a two-prong regulatory approach:

1. For the U.S. FDA, the Company has completed its pre-IND submission with the

revisions that were mandated by the agency. The Company currently expects to

submit the revised IND before the end of the year.

2. In Europe, the Company has sought and obtained German Ethics Committee


    approval to begin the trial in June 2022. The remaining step required to allow
    Phase I to begin in Germany is approval by the Federal Institute for Drugs and
    Medical Devices - the medical regulatory body in Germany, which operates under
    the Federal Ministry of Health and also known as BfArM. This would allow the
    Phase I portion of the study to begin at a top-tier clinical research
    organization in Hamburg.

The Company continues to anticipate that Dr. Maurizio Fava, Chief of Psychiatry of Massachusetts General Hospital will be the principal investigator principal investigator of the PT00114 trial.

The Company anticipates obtaining regulatory clearance to begint he Phase I portion of the trial during the first quarter of 2023.

The Company anticipates that over the next 12 months we plan to achieve other important milestones including the first human safety readouts for our lead drug candidate PT00114.





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