Additional Proxy Soliciting Materials (definitive) (defa14a)
March 30 2020 - 4:01PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
SCHEDULE
14A INFORMATION
Proxy
Statement Pursuant to Section 14(a) of the Securities Exchange Act
of 1934
Filed by the Registrant
☑
Filed by a Party
other than the Registrant ☐
Check the
appropriate box:
☐
Preliminary Proxy Statement
☐
Confidential, For Use of the Commission Only (As Permitted by Rule
14a-6(e)(2))
☐
Definitive Proxy Statement
☑
Definitive Additional Materials
☐
Soliciting Material under Rule 14a-12
CEL-SCI CORPORATION
|
(Name of Registrant as Specified In Its Charter)
|
|
(Name of Person(s) Filing Proxy Statement, if other than the
Registrant)
|
Payment of Filing
Fee (Check the appropriate box):
☑ No
fee required
☐ Fee
computed on table below per Exchange Act Rules 14a-6(i)(1) and
0-11.
(1) Title
of each class of securities to which transaction
applies:
(2) Aggregate
number of securities to which transaction applies:
(3) Per
unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the
amount on which the filing fee is calculated and state how it
was determined):
(4) Proposed
maximum aggregate value of transaction:
(5) Total
fee paid:
☐ Fee
paid previously with preliminary materials.
☐ Check
box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting
fee was paid previously. Identify the previous filing by
registration statement number, or the form or schedule and the date
of its filing.
(1) Amount
Previously Paid:
(2) Form,
Schedule or Registration Statement No.:
(3) Filing
Party:
(4) Date
Filed:
Due to
the emerging public health impact of the coronavirus outbreak
(COVID-19) and to support the health and well-being of its
employees, shareholders, and the community, the Company has made
the decision to change the location and format of the 2020 Annual
Meeting of Shareholders to a hybrid meeting. The new location of
the upcoming meeting will be 8229 Boone Blvd., Suite 802, Vienna,
VA 22182 and via a live online webcast on April 17, 2020 at 10:30
a.m. Eastern Daylight Time.
However,
because of concerns relating to the Coronavirus, we encourage you
to attend the annual meeting only via the live online webcast. In
addition, on March 23, 2020, Virginia Governor Ralph Northam
prohibited gatherings of more than 10 people. As a result, you may
not be able to attend the meeting in person if more than 10 people
are present when you arrive.
To
access the meeting online please click the Virtual
Shareholder Meeting link: http://www.meetingcenter.io/291292248.
Access to the annual meeting is only available to shareholders. To
login to the virtual meeting select Join as a
“Shareholder”. You will be required to have a control
number and password. The password for the meeting is CVM2020.
If you
were a shareholder as of the close of business on February 21, 2020
and have your control number, you may vote during the Annual
Meeting by following the instructions available on the meeting
website during the meeting. For registered shareholders, the
control number can be found on your proxy card or notice, or email
you previously received.
If you
hold your shares through an intermediary, such as a bank or broker,
you must register in advance to attend the Annual Meeting. To
register you must submit proof of your proxy power (legal proxy)
reflecting your CEL-SCI Corporation
(CVM) holdings along with your name and email address to
Computershare. Requests for registration must be labeled as
“Legal Proxy” and be received no later than 5:00 p.m.,
Eastern Time, on April 12, 2020. You will receive a confirmation
email from Computershare of your registration.
Requests
for registration should be directed to Computershare at the
following address:
By email: Forward the email from your broker, or attach an
image of your legal proxy, to legalproxy@computershare.com
Please note that the proxy card included with the proxy materials
previously distributed will not be updated to reflect the change in
location and may continue to be used to vote your shares in
connection with the Annual Meeting.
If you
have already voted your shares, and you do not want to change your
vote, there is nothing further you need to do and your vote will be
counted at the meeting. We encourage you to attend the annual
meeting via the Virtual Shareholder Meeting link. Geert Kersten,
the Company’s Chief Executive Officer, will be presiding at
the annual meeting and expects to answer questions submitted by
shareholders.
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