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): December 15, 2015

 

CELLCEUTIX CORPORATION

(Exact Name of Registrant as Specified in Charter)

 

Nevada

001-37357

30-0565645

(State or Other Jurisdiction
of Incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

 

100 Cummings Center, Suite 151-B
Beverly, Massachusetts

01915

(Address of Principal Executive Offices)

(Zip Code)

 

Registrant's telephone number, including area code: (978) 921-4125

 

_________________________________________________

(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):

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 


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

 

Cellceutix Corporation (the "Company") held its 2015 Annual Meeting of Stockholders on December 15, 2015 in Beverly, Massachusetts. At the Annual Meeting, the Company's stockholders voted on: (i) the election of five director nominees, (ii) ratification of Baker Tilly Virchow Krause, LLC as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2016, (iii) the approval, on an advisory basis, of the compensation of the Company's named executive officers, and (iv) an advisory vote on the frequency of future advisory votes on executive compensation. The results of the votes are set forth below.

 

Proposal No. 1 – Election of Directors

 

The following nominees were elected as directors by the votes indicated to serve until the Company's next annual meeting of stockholders:

 

Nominee

 

For

 

 

Withheld

 

 

Broker-Non
Vote

 

Leo Ehrlich

 

 

31,454,057

 

 

 

410,683

 

 

 

44,221,135

 

Krishna Menon

 

 

31,436,267

 

 

 

428,473

 

 

 

44,221,135

 

Barry Schechter

 

 

31,381,383

 

 

 

483,357

 

 

 

44,221,135

 

Zorik Spektor

 

 

31,386,533

 

 

 

478,207

 

 

 

44,221,135

 

Mark R. Tobin

 

 

31,391,159

 

 

 

473,581

 

 

 

44,221,135

 

 

Proposal No. 2 – Ratification of Auditors

 

The proposal to ratify the selection of Baker Tilly Virchow Krause, LLC as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2016 was approved by the stockholders by the following vote:

 

For

 

 

Against

 

 

Abstain

 

 

Broker-Non
Vote

 

 75,355,034

 

 

 

534,430

 

 

 

196,411

 

 

N/A

 

 

Proposal No. 3 – Advisory Vote on Executive Compensation

 

The proposal to approve, on an advisory basis, the compensation of the Company's named executive officers as described in the proxy statement was approved by the stockholders by the following vote:

 

For

 

 

Against

 

 

Abstain

 

 

Broker-Non
Vote

 

 30,115,887

 

 

 

1,511,189

 

 

 

237,664

 

 

 

44,221,135

 

 

Proposal No.4 – Advisory Vote on the Frequency of Future Votes on Executive Compensation

 

The vote by the stockholders, on an advisory basis, on the frequency of future advisory votes on executive compensation was as follows:

 

One Year

 

 

Two Years

 

 

Three Years

 

 

Abstain

 

 16,481,501

 

 

 

1,168,229

 

 

 

14,135,629

 

 

 

79,381

 

 

Determination of Frequency of Future Votes on Executive Compensation

 

At the Annual Meeting, the Company's Board of Directors recommended, and approximately 52% of the stockholders voting on the proposal (not including 79,381 abstentions) chose, to have the Company hold future advisory votes on executive compensation on an annual basis. In light of the foregoing, the Company intends to hold future advisory votes on executive compensation on an annual basis.

 

 
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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.

  

 

CELLCEUTIX CORPORATION

 

    
Dated: December 21, 2015By:/s/ Leo Ehrlich

 

 

Name: 

Leo Ehrlich

 

 

Title: 

Chief Executive Officer and Chief Financial Officer

 

  

 

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