{"filing":{"accession_number":"0001437749-26-019751","cik":"0001134765","ticker":"CHUC","company_name":"Charlie's Holdings, Inc.","form":"8-K","filing_date":"2026-06-05","report_date":null,"primary_document":"chuc20260604_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1134765/000143774926019751/chuc20260604_8k.htm"},"events":[{"id":6578,"run_id":5757,"accession_number":"0001437749-26-019751","anchor_item_number":"5.07","event_type":"shareholder_vote_results","event_domain":"governance","is_material":true,"confidence":0.98,"summary":"Charlie's Holdings held its Annual Meeting on June 4, 2026, with stockholders voting on four proposals: election of five directors, ratification of auditors (Urish Popeck \u0026 Co., LLC), approval of a reverse stock split (1-for-3 to 1-for-50 range) to facilitate an up-list to a national securities exchange, and approval of an amendment to the 2019 Omnibus Equity Incentive Plan increasing available shares by 15 million. All four proposals passed with substantial majorities.","company_name":"Charlie's Holdings, Inc.","ticker":"CHUC","filing_date":"2026-06-05","form":"8-K","submitted_at":null,"items":[{"id":4883,"accession_number":"0001437749-26-019751","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"The disclosure centers on stockholder approval of an amendment to the 2019 Omnibus Equity Incentive Plan increasing available shares by 15 million. This is a compensatory arrangement amendment affecting equity grants to officers and directors, fitting the exec_compensation category. The material increase in share authorization and shareholder vote approval make this material to investors assessing dilution and executive compensation capacity.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-05T20:34:04.450795+00:00","company_name":"","ticker":null,"filing_date":""},{"id":4884,"accession_number":"0001437749-26-019751","item_number":"5.07","item_title":"Submission of Matters to a Vote of Security Holders.","event_type":"shareholder_vote_results","event_domain":"governance","is_material":true,"confidence":0.98,"reasoning":"This Item 5.07 disclosure presents the results of Charlie's Holdings' Annual Meeting held on June 4, 2026, including voting outcomes on four proposals: election of five directors, ratification of auditors (Urish Popeck \u0026 Co., LLC), approval of a reverse stock split (1-for-3 to 1-for-50 range) to facilitate an up-list to a national securities exchange, and approval of an amendment to the 2019 Equity Incentive Plan to increase available shares by 15 million. All four proposals passed with substantial majorities. The reverse stock split and equity plan amendment are material corporate actions that would affect investor holdings and dilution, making this disclosure material to a reasonable investor.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-05T20:34:04.450795+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":4883,"accession_number":"0001437749-26-019751","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"The disclosure centers on stockholder approval of an amendment to the 2019 Omnibus Equity Incentive Plan increasing available shares by 15 million. This is a compensatory arrangement amendment affecting equity grants to officers and directors, fitting the exec_compensation category. The material increase in share authorization and shareholder vote approval make this material to investors assessing dilution and executive compensation capacity.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-05T20:34:04.450795+00:00","company_name":"Charlie's Holdings, Inc.","ticker":"CHUC","filing_date":"2026-06-05"},{"id":4884,"accession_number":"0001437749-26-019751","item_number":"5.07","item_title":"Submission of Matters to a Vote of Security Holders.","event_type":"shareholder_vote_results","event_domain":"governance","is_material":true,"confidence":0.98,"reasoning":"This Item 5.07 disclosure presents the results of Charlie's Holdings' Annual Meeting held on June 4, 2026, including voting outcomes on four proposals: election of five directors, ratification of auditors (Urish Popeck \u0026 Co., LLC), approval of a reverse stock split (1-for-3 to 1-for-50 range) to facilitate an up-list to a national securities exchange, and approval of an amendment to the 2019 Equity Incentive Plan to increase available shares by 15 million. All four proposals passed with substantial majorities. The reverse stock split and equity plan amendment are material corporate actions that would affect investor holdings and dilution, making this disclosure material to a reasonable investor.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-05T20:34:04.450795+00:00","company_name":"Charlie's Holdings, Inc.","ticker":"CHUC","filing_date":"2026-06-05"}]}