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

On December 15, 2022, the 2022 Annual Meeting of Shareholders (the "2022 Annual Meeting") of Aspen Group, Inc. (the "Company") was held. At the 2022 Annual Meeting, the Company's shareholders voted on the (i) election of six members of the Board of Directors for a one-year term expiring at the next annual meeting of shareholders; (ii) ratification of the appointment of Salberg & Company, P.A. as the Company's independent registered public accounting firm for the fiscal year ending April 30, 2023 and (iii) approval of an adjournment of the 2022 Annual Meeting to a later date or time, if necessary, to permit further solicitation and vote of proxies if there are not sufficient votes at the time of the 2022 Annual Meeting to approve any of the proposals presented for a vote at the 2022 Annual Meeting, all as described in more detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on November 3, 2022.

Set forth below are the voting results on each matter submitted to the shareholders at the 2022 Annual Meeting.





Proposal 1. The Company's shareholders voted to elect the following six
individuals as directors to hold office until the next annual meeting of
shareholders:



       Nominee           Votes For       Votes Withheld       Broker Non-Votes
Mr. Michael Mathews       5,946,286           124,611              8,483,474
Mr. Andrew Kaplan         5,948,541           122,356              8,483,474
Mr. Douglas Kass          4,977,678          1,093,219             8,483,474
Mr. Michael Koehneman     5,642,924           427,973              8,483,474
Dr. Joan Prince           4,966,697          1,104,200             8,483,474
Mr. Sanford Rich          5,693,530           377,367              8,483,474

Proposal 2. The Company's shareholders voted to ratify the appointment of Salberg & Company, P.A. as the Company's independent registered public accounting firm for the fiscal year ending April 30, 2023.





   For       Against   Abstain
13,738,929   296,921   518,521

As there were sufficient votes to approve proposals 1 and 2, proposal 3 was moot.

Item 9.01 Financial Statements and Exhibits.





(d) Exhibits



Exhibit
  No.                                     Description

  104        Cover Page Interactive Data File (embedded within the Inline XBRL
             document)

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