Item 5.07 Submission of Matters to a Vote of Security Holders

On November 29, 2021, Integrated BioPharma, Inc. (the "Company") held its 2021 Annual Meeting of Stockholders (the "Annual Meeting"). A total of 29,820,277 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 19, 2021, the record date for the Annual Meeting. The holders of 24,091,966 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 three 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, 2021 (the "Definitive Proxy Statement"). E Gerald Kay, Riva Sheppard and Carl DeSantis were each elected as Class I directors to serve until the 2024 Annual Meeting of Stockholders (subject to their respective earlier removal, death or resignation) and until their successors are elected and qualified. The affirmative vote of the majority of the votes cast voted in favor of the non-binding advisory proposal of the Executive Compensation paid to the Company's Named Executive Officers set forth in the Definitive Proxy Statement and the Company's stockholders ratified the appointment of Friedman LLP as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2022.

Proposal No. 1 -To elect three Class I directors for a three-year term to serve until the 2024 Annual Meeting of Stockholders

The Company's stockholders voted for the election of three Class I directors to serve until the 2024 Annual Meeting of Stockholders (subject to their respective earlier removal, death or resignation) and until their successors are elected and qualified. The final voting results were as follows:



                                       Broker
                 For       Withheld   Non-Votes
E Gerald Kay  22,859,794    159,956   1,072,216
Riva Sheppard 22,945,563     74,187   1,072,216
Carl DeSantis 22,863,665    156,085   1,072,216

Proposal No. 2 -Nonbinding, Advisory Vote on Executive Compensation

The Company's stockholders voted, by a nonbinding advisory vote for the Executive Compensation paid to the "Named Executive Officers" set forth in the Definitive Proxy Statement. The final nonbinding voting results were as follows:



   For       Against    Abstain    Broker Non-Votes
20,248,376   660,876   2,110,498      1,072,216

Proposal No. 3 - To ratify the appointment of the Company's independent auditors for the fiscal year ending June 30, 2022

The Company's stockholders voted in favor of ratifying the appointment of Friedman LLP as the Company's independent auditors for the fiscal year ending June 30, 2022. The final voting results were as follows:



   For       Against   Abstain
23,818,827    6,353    266,786

There were no other transactions presented 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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