Current Report Filing (8-k)
June 26 2019 - 4:06PM
Edgar (US Regulatory)
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):
June 20, 2019
Ekso Bionics Holdings, Inc.
(Exact Name of Registrant as specified in
its charter)
Nevada
|
|
001-37854
|
|
99-0367049
|
(State or Other Jurisdiction
of Incorporation)
|
|
(Commission File Number)
|
|
(IRS Employer
Identification No.)
|
1414 Harbour Way South, Suite 1201
Richmond, California 94804
(Address of principal executive offices,
including zip code)
(510) 984-1761
(Registrant’s telephone number, including
area code)
Not Applicable
(Registrant’s 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))
|
Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
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.
¨
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
|
|
Trading Symbol(s)
|
|
Name of each exchange on which registered
|
Common Stock, $0.001 par value per share
|
|
EKSO
|
|
Nasdaq Capital Market
|
|
Item
5.02
|
Departure
of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
|
On June 20, 2019, Ekso Bionics Holdings,
Inc. (the “Company,” “we” or “our”) held our annual meeting of stockholders (the “Annual
Meeting”) in Richmond, California. The disclosure set forth in Item 5.07 regarding Proposal 1, the election of each of Steven
Sherman, Jack Peurach, Ted Wang, Ph. D., Marilyn Hamilton, Charles Li, Ph. D., Stanley Stern and Thomas A. Schreck to serve as
a director, and Proposal 2, the approval of an increase of the total number of shares authorized for issuance pursuant to awards
granted under the Plan (as defined below), is incorporated herein by reference.
|
Item
5.07
|
Submission
of Matters to a Vote of Security Holders.
|
Of the 67,669,227 shares of common stock
outstanding and entitled to vote at the Annual Meeting, 52,830,530 shares were present at the Annual Meeting either in person or
by proxy, constituting a quorum. The following provides a summary of the votes cast for the proposals on which our stockholders
voted at the Annual Meeting:
Proposal 1
. The election of seven
directors to serve until the annual meeting of stockholders to be held in 2019 and until their respective successors are elected
and qualified, or until his or her earlier death, resignation or removal.
The stockholders duly approved the election
of each of the below directors. The results of the vote were as follows:
Name of Director
|
|
VOTES
FOR
|
|
|
VOTES
WITHHELD
|
|
|
BROKER
NON-VOTES
|
Steven Sherman
|
|
|
28,020,538
|
|
|
|
550,732
|
|
|
24,259,260
|
Jack Peurach
|
|
|
28,249,219
|
|
|
|
322,051
|
|
|
24,259,260
|
Ted Wang, Ph. D.
|
|
|
28,183,982
|
|
|
|
387,288
|
|
|
24,259,260
|
Marilyn Hamilton
|
|
|
28,109,625
|
|
|
|
461,645
|
|
|
24,259,260
|
Charles Li, Ph. D.
|
|
|
28,075,032
|
|
|
|
496,238
|
|
|
24,259,260
|
Stanley Stern
|
|
|
28,098,874
|
|
|
|
472,396
|
|
|
24,259,260
|
Thomas A. Schreck
|
|
|
28,246,937
|
|
|
|
324,333
|
|
|
24,259,260
|
Proposal 2
. The increase of the total
number of shares authorized for issuance pursuant to awards granted under the Amended and Restated 2014 Equity Incentive Plan (the
“Plan”) from 9,114,285 shares to 12,614,285 shares.
The stockholders duly approved the increase
of the total number of shares authorized for issuance pursuant to awards granted under the Plan. The results of the vote were as
follows:
VOTES FOR:
|
|
|
27,129,573
|
|
VOTES AGAINST:
|
|
|
1,365,971
|
|
VOTES ABSTAINED:
|
|
|
75,726
|
|
BROKER NON-VOTES:
|
|
|
24,259,260
|
|
Proposal 3
. The approval, in an advisory
(non-binding) vote, of the compensation of the Company’s named executive officers as disclosed in the Proxy Statement dated
April 30, 2019 for the Annual Meeting.
The stockholders duly approved the compensation
of the Company’s named executive officers. The results of the vote were as follows:
VOTES FOR:
|
|
|
27,266,541
|
|
VOTES AGAINST:
|
|
|
1,064,834
|
|
VOTES ABSTAINED:
|
|
|
239,895
|
|
BROKER NON-VOTES:
|
|
|
24,259,260
|
|
Proposal 4
. The ratification of the
appointment of OUM & Co., LLP as the Company’s independent auditors for the year ending December 31, 2019.
The stockholders ratified the appointment
of OUM & Co., LLP as the Company’s independent auditors for the year ending December 31, 2019. The results of the vote
were as follows:
VOTES FOR:
|
|
|
51,252,277
|
|
VOTES AGAINST:
|
|
|
786,324
|
|
VOTES ABSTAINED:
|
|
|
791,929
|
|
BROKER NON-VOTES:
|
|
|
–
|
|
SIGNATURE
Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
|
EKSO BIONICS HOLDINGS, INC.
|
|
|
|
|
|
|
|
By:
|
/s/ John F. Glenn
|
|
Name:
|
John F. Glenn
|
|
Title:
|
Chief Financial Officer
|
Dated: June 26, 2019
Ekso Bionics (NASDAQ:EKSO)
Historical Stock Chart
From Mar 2024 to Apr 2024
Ekso Bionics (NASDAQ:EKSO)
Historical Stock Chart
From Apr 2023 to Apr 2024