Amended Current Report Filing (8-k/a)

Date : 11/08/2019 @ 10:01PM
Source : Edgar (US Regulatory)
Stock : Tenax Therapeutics Inc (TENX)
Quote : 1.2879  0.0178 (1.40%) @ 6:22PM

Amended Current Report Filing (8-k/a)

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K/A
(Amendment No. 1)
 
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 13, 2019
 
Tenax Therapeutics, Inc.
(Exact name of registrant as specified in its charter)
 
Delaware
001-34600
26-2593535
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
 
ONE Copley Parkway, Suite 490
 
Morrisville, North Carolina
27560
(Address of principal executive offices)
(Zip Code)
 
919-855-2100
(Registrant’s telephone number, including area code)
 
N/A
(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))
 
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, $0.0001 par value per share
TENX
The Nasdaq Stock Market LLC
 
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. ☐
 

 
 
 
Explanatory Note
 
Tenax Therapeutics, Inc. (the “Company”) is filing this Amendment No. 1 to Current Report on Form 8-K/A (the “Amendment”) to amend the original Current Report on Form 8-K (the “Original Form 8-K”) filed by the Company with the Securities and Exchange Commission on June 14, 2019 to report the final results for each of the matters submitted to a vote of stockholders at its 2019 Annual Meeting of Stockholders held on June 13, 2019 (the “Annual Meeting”).   The sole purpose of this Amendment is to disclose, in accordance with Item 5.07(d) of Form 8-K, the Company’s decision regarding how frequently the Company will conduct future stockholder advisory votes on named executive officer compensation. No changes are being made to the Original 8-K other than to add the disclosure set forth in this Amendment.
 
Item 5.07    Submission of Matters to a Vote of Security Holders.
 
As previously reported in the Original Form 8-K, the Company’s stockholders approved, on an advisory (nonbinding) basis and in accordance with the recommendation of the Company’s Board of Directors, two years as the frequency with which the Company will hold stockholder advisory votes on named executive officer compensation. Consistent with the voting results of the Company’s stockholders at the Annual Meeting, the Company’s Board of Directors has determined to hold an advisory vote on compensation of the Company’s named executive officers every two years until the next stockholder vote on the frequency of such advisory votes.
 
 
 
2
 
 
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.
 
Date: November 8, 2019
Tenax Therapeutics, Inc.
 
 
 
 
 
 
 
 
By: /s/ Michael B. Jebsen
 
 
Michael B. Jebsen
 
 
President and Chief Financial Officer
 
 
 
 
 
3

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