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

(a) On December 22, 2022, Peraso Inc. (the "Company") held its 2022 annual meeting of stockholders (the "Annual Meeting"), and a quorum for the transaction of business was present in person virtually or represented by proxy. The Company's stockholders voted on four proposals, which are described in more detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on November 28, 2022.

(b) Voting results were as follows:





   • Proposal 1 - Election of directors to serve until the next annual meeting of
     stockholders.




                       For         Withheld       Broker Non-Vote
Ronald Glibbery      8,954,233       577,792             1,818,212
Daniel Lewis         9,418,785       113,240             1,818,212
Ian McWalter         9,501,625        30,400             1,818,212
Andreas Melder       9,503,337        28,688             1,818,212
Robert Y. Newell     9,462,878        69,147             1,818,212

All of the foregoing candidates were elected to serve as directors until the next annual meeting of stockholders and until the election and qualification of his successor or his earlier resignation or removal.





   • Proposal 2 - Ratification of the audit committee's appointment of Weinberg &
     Company, P.A. as the Company's independent registered public accounting firm
     for the fiscal year ending December 31, 2022.




    For          Against      Abstain      Broker Non-Vote
  11,259,755       36,830       53,652               -

The foregoing proposal was approved.





   • Proposal 3 - Amendment of the Amended and Restated 2019 Stock Incentive Plan
     to increase the number of shares currently reserved for issuance thereunder
     by 1,250,000 shares.




    For           Against       Abstain       Broker Non-Vote
  1,056,002       8,436,580       39,443          1,818,212

The foregoing proposal was not approved.





  • Proposal 4 - Approval of one or more adjournments of the Annual Meeting.




    For           Against      Abstain      Broker Non-Vote
  10,556,671       775,093       18,473               -

The foregoing proposal was approved.

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