Current Report Filing (8-k)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): May 21, 2015

GALECTIN THERAPEUTICS INC.

(Exact name of registrant as specified in its charter)

Nevada

001-31791

04-3562325

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

4960 PEACHTREE INDUSTRIAL BOULEVARD, Ste 240

NORCROSS, GA 30071

(Address of principal executive office) (zip code)

Registrant’s telephone number, including area code: (678) 620-3186

N/A

(Former name or former address, if changed since last report)

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 (see General Instruction A.2. below):

¨	Written communications pursuant to Rule 425 under the Securities Act (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(c) under the Exchange Act (17 CFR 240.13e-4(c))

Section 5

Corporate Governance and Management

Item 5.07

Submission of Matters to a Vote of Security Holders.

At the 2015 Annual Meeting of Stockholders held on May 21, 2015, the stockholders of Galectin Therapeutics Inc. (“Galectin” or the “Company”) re-elected each of the Company’s directors that had been nominated to serve until the next annual meeting or until their successors are elected and have been qualified. The stockholders also re-approved the material terms of the performance goals under the Company’s Amended and Restated 2009 Incentive Compensation Plan and ratified the selection of McGladrey LLP as the independent registered public accounting firm for the Company for the year ending December 31, 2015.

The final results of the voting on each matter of business at the 2015 Annual Meeting are as follows:

Election of Directors


Name	Votes For		Votes Withheld		Broker Non-Votes
Gilbert F. Amelio, Ph.D.		5,169,682		416,629		10,999,123
Kevin D. Freeman		5,428,885		157,426		10,999,123
Arthur R. Greenberg		5,370,864		215,447		10,999,123
John Mauldin		4,305,569		1,280,742		10,999,123
Gilbert S. Omenn, M.D., Ph.D.		5,419,943		166,368		10,999,123
Steven Prelack		5,408,812		177,499		10,999,123
Marc Rubin, M.D.		5,424,577		161,734		10,999,123
Peter G. Traber, M.D.		5,373,392		212,919		10,999,123

Re-approval of the material terms of the performance goals under the Company’s Amended and Restated 2009 Incentive Compensation Plan


Votes For	Votes Against	Votes Abstain	Broker Non-Votes
5,038,600	500,891	46,820	10,999,123

Ratification of the selection of McGladrey LLP as the independent registered public accounting firm for the Company for the year ending December 31, 2015


Votes For	Votes Against	Votes Abstain
16,345,497	142,159	97,778

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, Galectin Therapeutics Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.