ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

The 2022 Annual Meeting of Stockholders (the "Annual Meeting") of Nocopi Technologies, Inc. (the "Company") was held on Tuesday, July 12, 2022. As of the close of business on May 13, 2022, the Company had outstanding 67,495,055 shares of common stock, of which 35,927,002 shares were represented at the meeting by proxy and in person; accordingly a quorum was constituted. The matters voted upon and the final results of the voting were as follows:

Proposal 1: Election of Directors

The following person was elected to the Board of Directors to serve until the 2025 Annual Meeting of Stockholders or until his successor has been duly elected or appointed and qualified:





                  Votes     Votes   Votes    Broker
Name               For     Against Withheld Non-votes

Philip B. White 27,602,348 644,846 199,734 7,480,074

Proposal 2: Ratify Morison Cogen LLP as the Company's Independent Registered Public Accounting Firm

The following votes were cast with respect to Proposal 2. The proposal was approved.





                            Broker
   For     Against Abstain Non-votes
35,881,753 41,967   3,282      -

Proposal 3: Advisory Vote to Approve the Compensation of the Company's Named Executive Officers

The following votes were cast with respect to Proposal 3. The proposal was approved.





                            Broker
   For     Against Abstain Non-votes
27,714,948 527,080 204,900 7,480,074

Proposal 4: Advisory Vote to Select the Frequency of Voting to Approve Executive Compensation

The following votes were cast with respect to Proposal 4. The option of "one year" as the frequency was approved. In light of this vote, the Company will include a stockholder vote on the compensation of executives in its proxy materials every year.

Once Once Every Once Every Broker Every Year 2 Years 3 Years Abstain Non-votes 26,624,597 1,768,951 6,580 46,800 7,480,074

Settlement terms terminating solicitation subject to Rule 14a-12(c)

Tim Eriksen and a group of funds he controls, including Cedar Creek Partners, LLC, a Washington limited liability company ("CCP"), and its affiliate, Eriksen Capital Management LLC, a Washington limited liability company ("ECM" and together with CCP and Mr. Eriksen, the "Eriksen Group") had previously notified the Company that they intended to nominate Tim Eriksen for election as a director at the Annual Meeting, but subsequently withdrew such nomination.

The Eriksen Group filed preliminary proxy materials with the SEC on March 24, 2022, but subsequently withdrew those proxy materials after agreeing to sell all of the Company shares beneficially owned by the Eriksen Group to Michael S. Liebowitz and his affiliates. The Eriksen Group has further entered into a standstill agreement with the Company for a period of five years, pursuant to which it agreed not to acquire greater than 5% of the Company's outstanding shares at any time and to vote any shares owned in favor of management's proposals. The Company agreed to reimburse the Eriksen Group $75,000 for its expense incurred in connection with the proxy solicitation.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.





(d) Exhibits.



Exhibit No.   Description of Exhibit
104           Cover Page Interactive Data File (the cover page XBRL tags are embedded
              within the inline XBRL document)

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