Current Report Filing (8-k)

Date : 06/25/2019 @ 1:31PM
Source : Edgar (US Regulatory)
Stock : Cocrystal Pharma, Inc. (COCP)
Quote : 2.1716  0.0016 (0.07%) @ 9:02PM

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): June 21, 2019

 

Cocrystal Pharma, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware   001-38418   35-2528215

(State or other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

19805 N. Creek Parkway

Bothell, WA

  98011
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (786) 459-1831

 

 

(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:

 

[  ] 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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   COCP   The Nasdaq Stock Market LLC
(The Nasdaq Capital Market)

 

 

 

 
 

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e)

 

To the extent required by Item 5.02(e), the information contained in Item 5.07 of this Current Report on Form 8-K is incorporated herein by reference.

 

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

 

On June 21, 2019, the 2019 Annual Meeting of Stockholders (the “2019 Annual Meeting”) of Cocrystal Pharma, Inc. (the “Company”) was held. At the 2019 Annual Meeting, the Company’s stockholders voted on (i) the election of six members of the Company’s Board of Directors for a one-year term expiring at the next annual meeting of stockholders (Proposal 1); (ii) approval of an amendment to the Cocrystal Pharma, Inc. 2015 Equity Incentive Plan (the “Plan”) to increase the number of authorized shares under the Plan by 2,294,762 shares of common stock to a total of 5,000,000 shares of common stock (Proposal 2); and (iii) ratification of the appointment of Weinberg & Company, P.A. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019 (Proposal 3), as described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 30, 2019.

 

Set forth below are the voting results on each matter submitted to the stockholders at the 2019 Annual Meeting.

 

Proposal 1 . The Company’s stockholders voted to elect the following six individuals as directors to hold office until the next annual meeting of stockholders:

 

Nominee   Votes For     Votes Withheld     Broker Non-Votes  
Dr. Gary Wilcox     22,171,879       11,487       4,177,938  
Mr. Todd Brady     22,172,545       10,821       4,177,938  
Dr. Phillip Frost     21,460,606       722,760       4,177,938  
Dr. Jane Hsiao     21,571,155       612,211       4,177,938  
Dr. Anthony Japour     22,171,875       11,491       4,177,938  
Mr. Steven Rubin     21,014,544       1,168,822       4,177,938  

 

Proposal 2 . The Company’s stockholders voted to approve an amendment to the Plan to increase the number of authorized shares under the Plan by 2,294,762 shares of common stock to a total of 5,000,000 shares of common stock.

 

Votes For   Votes Against     Abstentions     Broker Non-Votes  
12,298,019     9,884,690       657       4,177,938  

 

Proposal 3 . The Company’s stockholders voted to ratify the appointment of Weinberg & Company, P.A. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019.

 

Votes For   Votes Against     Abstentions  
26,263,772     70,392       27,140  

 

 
 

 

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.

 

  Cocrystal Pharma, Inc.
     
Date: June 25, 2019 By: /s/ James Martin
  Name:  James Martin
  Title: Chief Financial Officer

 

 
 

 

 

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