Item 5.07 Submission of Matters to a Vote of Security Holders

MamaMancini’s Holdings, Inc. (the “Company”) held its Annual Meeting of Shareholders on September 13, 2022. There were 36,310,807 issued and outstanding shares eligible to vote as of August 2, 2022, the record date for the Annual Meeting and 23,419,575 shares were present by proxy at the meeting (which represented approximately 64.5% of the issued and outstanding shares eligible to vote). At the meeting, the following actions were taken:

(i) The Company’s shareholders elected nine directors to the Company’s Board of Directors for terms expiring at the Annual Meeting in the year 2023. The directors elected, as well as the number of votes cast for each individual are set forth below:

(ii) The Company’s shareholders approved a proposal to ratify the Audit Committee’s appointment of Rosenberg Rich Baker Berman and Company, Certified Public Accountants as the Company’s independent registered public accounting firm for the year ending January 31, 2023, with the following votes:

Following consideration of the prior matters, the Chairman proposed that the shareholders consider the following additional matters:

In order to consider these matters, the Chairman advised that the meeting would be adjourned until October 4, 2022 at 12 noon EDT, pending which time the Company will circulate a supplemental proxy statement and solicit votes on the matter. The meeting will be reconvened to tabulate this vote on October 4, 2022 at 12 noon EDT.