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Item 5.07.
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Submission of Matters to a Vote of Security Holders.
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Annual Meeting of Stockholders
On August 16, 2016,
Lion Biotechnologies, Inc. (the “Company”) held its 2016 Annual Meeting of Stockholders (the “Annual Meeting”)
at its offices located at 112 West 34th Street, 18th Floor, New York, New York. At the Annual Meeting, the Company’s stockholders
voted on five proposals, each of which is described in more detail in the Company’s definitive proxy statement on Schedule
14A filed with the U.S. Securities and Exchange Commission on July 7, 2016. At the Annual Meeting, 46,409,730 shares, or approximately
79.4% of all outstanding shares of common stock, were present either in person or by proxy. Shares of common stock held by certain
stockholders were ineligible to vote on Proposal 4, below. The following is a brief description of each matter voted upon and the
certified results, including the number of votes cast for and against each matter and, if applicable, the number of abstentions
and broker non-votes with respect to each matter.
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Proposal 1
: to elect Maria Fardis, Wayne P. Rothbaum, Merrill A. McPeak, Sanford J. Hillsberg, Jay Venkatesan, Ryan
Maynard and Iain Dukes to our board of directors to serve as directors until the 2017 Annual Meeting of stockholders;
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Proposal 2
: a proposal to approve, on a non-binding advisory basis, the compensation of our named executive officers;
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Proposal 3
: a proposal to approve an amendment of the Company’s 2014 Equity Incentive Plan to increase the number
of shares of the Company’s common stock authorized for issuance under the 2014 Plan from 4,000,000 shares to 9,000,000 shares;
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Proposal 4
: a proposal to approve the conversion provisions of our Series B Preferred Stock that permit the shares of
our Series B Preferred Stock to become convertible into shares of our common stock and the issuance of the shares of common stock
issuable upon the conversion of the Series B Preferred Stock;
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Proposal 5
: a proposal to ratify Marcum LLP as our independent registered public accounting firm for the fiscal year
ending December 31, 2016.
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Voting Results
Proposal 1
: Maria Fardis, Wayne P.
Rothbaum, Merrill A. McPeak, Sanford J. Hillsberg, Jay Venkatesan, Ryan Maynard and Iain Dukes were elected as directors on the
following vote:
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Maria Fardis was elected with 38,178,951 “FOR” votes and 30,957 “WITHHELD” votes;
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Wayne P. Rothbaum was elected with 38,179,501 “FOR” votes and 31,407 “WITHHELD” votes;
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Merrill A. McPeak was elected with 38,036,567 “FOR” votes and 17,341 “WITHHELD” votes;
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Sanford J. Hillsberg was elected with 31,051,361 “FOR” votes and 7,158,547 “WITHHELD” votes;
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Jay Venkatesan was elected with 37,913,412 “FOR” votes and 296,496 “WITHHELD” votes;
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Ryan Maynard was elected with 38,039,672 “FOR” votes and 170,236 “WITHHELD” votes;
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Iain Dukes was elected with 38,178,701 “FOR” votes and 31,207 “WITHHELD” votes;
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In addition, there were 8,199,822 broker
non-votes in connection with this proposal.
Proposal 2
: This proposal was approved
with 38,035,523 “FOR” votes, 101,538 “AGAINST” votes and 72,847 “ABSTAIN” votes. There were
8,199,822 broker non-votes in connection with this proposal.
Proposal 3
: This proposal was approved
with 30,632,078 “FOR” votes, 7,539,007 “AGAINST” votes and 38,823 “ABSTAIN” votes. There were
8,199,822 broker non-votes in connection with this proposal.
Proposal 4
: This proposal was approved
with 31,357,887 “FOR” votes, 51,867 “AGAINST” votes and 31,038 “ABSTAIN” votes. There were
8,199,822 broker non-votes in connection with this proposal.
Proposal 5
: This proposal was approved
with 45,992,492 “FOR” votes, 258,264 “AGAINST” votes and 158,974 “ABSTAIN” votes.