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): July 23, 2018  

 

PROTAGENIC THERAPEUTICS, INC.
(Exact name of Company as specified in its charter)

 

Delaware   000-51353   06-1390025

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

149 Fifth Avenue, Suite 500, New York, NY   10010

(Address of principal executive offices)

  (Zip Code)

 

  212-994-8200  
 

(Company’s telephone number, including area code)

 

 

 

 

(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 Company 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 or Rule 12b-2 of the Securities Exchange Act of 1934.

 

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. [  ]

 

 

 

     
     

 

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

 

Protagenic Therapeutics, Inc. (the “ Company ”) held its 2018 Annual Meeting of Stockholders (the “ Annual Meeting ”) on July 23, 2018. Holders of an aggregate of 11,134,185 shares of the Company’s Stock at the close of business on May 31, 2018 were entitled to vote at the Annual Meeting, of which 6,965,966 shares were present in person or represented by proxy. At the Annual Meeting, the Company’s stockholders voted as follows:

 

Proposal One: The stockholders elected each of the following individuals as a director for a one year term expiring on the date of the Company’s 2019 Annual Meeting of Stockholders and until their successors have been duly elected and qualified.

 

Name   For   Against   Withheld   Broker Non-Votes
Garo H. Armen     6,669,831       0       188,080       -  
Robert B. Stein     6,669,835       0       188,076       -  
Khalil Barrage     6,669,842       0       188,069       -  
Brian J. Corvese     6,669,842       0       188,069       -  
Josh Silverman     6,669,843       0       188,068       -  

 

Proposal Two: The stockholders ratified the selection of MaloneBailey LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

For   Against   Abstain
6,777,691     188,162       113  

 

Proposal Three: The stockholders approved, on an advisory basis, the 2017 compensation for the Company’s named executive officers, as described in the proxy statement for the 2018 Annual Meeting (the “ Say-on-Pay Vote ”).

 

For   Against   Abstain   Broker Non-Votes
6,348,275     213,198       296,438       108,055  

 

Proposal Four: Advisory vote on the frequency of the Say-on-Pay Vote:

 

1 Year   2 Years   3 Years   Abstain   Broker Non-Votes
662,244     25,012       5,774,227       396,428       -  

 

3 years received the affirmative vote of a majority of the votes cast by stockholders entitled to vote.

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  PROTAGENIC THERAPEUTICS, INC.
     
Date: July 25, 2018 By: /s/ Alexander K. Arrow
  Name: Alexander K. Arrow
  Title: Chief Financial Officer

 

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