8-K: Current report filing
Published on October 11, 2022
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification Number) |
(Address of principal executive offices)
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act of 1933 (17 CFR 230.425) | |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| Pre-commencement communications pursuant to Rule 13e-4(e) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) | Name of each exchange on which registered | ||
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging
growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
On October 7, 2022, the Company held its annual meeting of stockholders (the “Annual Meeting”). The matters voted upon were:
Proposal 1: The election of seven director nominees to the Company’s Board of Directors to serve for a one-year term expiring at the 2023 annual meeting of stockholders.
Proposal 2: To ratify the appointment of Weinberg & Company, P.A. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022.
Proposal 3: To approve a proposal to amend the Company’s 2020 Stock Incentive Plan (the “2020 Plan”) to increase the number of common shares issuable thereunder by 1,800,000 shares.
The results of the voting were as follows:
Proposal 1 (election of directors):
Each of the director nominees to the Company’s Board of Directors was elected as follows:
| Nominee | Votes For | Votes Withheld | Broker Non-Votes | |||||||||
| Dr. John Kovach | 7,253,572 | 664,003 | 2,930,767 | |||||||||
| Dr. Stephen Forman | 7,214,029 | 703,546 | 2,930,767 | |||||||||
| Dr. Yun Yen | 7,811,544 | 106,031 | 2,930,767 | |||||||||
| Gil N Schwartzberg | 7,212,012 | 705,563 | 2,930,767 | |||||||||
| Regina Brown | 7,803,957 | 113,618 | 2,930,767 | |||||||||
| Dr. René Bernards | 7,813,148 | 104,427 | 2,930,767 | |||||||||
| Bas van der Baan | 7,809,679 | 107,896 | 2,930,767 | |||||||||
Proposal 2 (appointment of accounting firm):
| Votes For | Votes Against | Abstain | Broker Non-Votes | |||||||
| 10,786,234 | 54,345 | 7,763 | 0 | |||||||
Proposal 3 (amendment of 2020 Plan):
| Votes For | Votes Against | Abstain | Broker Non-Votes | |||||||
| 7,661,488 | 256,087 | 0 | 2,930,767 | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: October 11, 2022 | LIXTE BIOTECHNOLOGY HOLDINGS, INC. | |
| (Registrant) | ||
| By: | /s/ JOHN S. KOVACH | |
| John S. Kovach, Chief Executive Officer | ||