Lensar Inc — Current Report (Form 8-K)

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

LENSAR, INC.

(Exact name of Registrant as Specified in Its Charter)

(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:

Securities registered pursuant to Section 12(b) of the Act:

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. ☐

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

On December 18, 2025, LENSAR, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). At the close of business on October 24, 2025, the record date for the Annual Meeting (the “Record Date”), 11,944,546 shares of the Company’s common stock, par value $0.01 per share (“Common Stock”), were issued and outstanding, and 20,000 shares of the Company’s Series A Convertible Preferred Stock, par value $0.01 per share (“Preferred Stock”), were issued and outstanding. The holders of Preferred Stock vote together with holders of Common Stock as a single class on each proposal. As of the Record Date, the holders of Common Stock were entitled to a total of 11,944,546 votes and the holders of Preferred Stock were entitled to a total of 7,940,446 votes, representing 19,884,992 votes in the aggregate. At the Annual Meeting, stockholders entitled to a total of 17,513,871 votes, representing approximately 88.07% of the total voting power of the capital stock issued and outstanding and entitled to vote, were present or represented by proxy. Following are the voting results for the proposals considered and voted upon at the Annual Meeting, each of which were described in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on November 5, 2025.

Proposal No. 1 – Election of three Class II directors to serve until the Company’s annual meeting of stockholders to be held in 2028 and until their respective successors have been duly elected and qualified.

Proposal No. 2 – Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025.

Based on the foregoing votes, Nicholas T. Curtis, Todd B. Hammer, and Aimee S. Weisner were elected as Class II directors, and Proposal 2 was approved.

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.