Current Report Filing (8-k)
June 15 2022 - 4:16PM
Edgar (US Regulatory)
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2022-06-15
2022-06-15
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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 15, 2022
PULMATRIX,
INC.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-36199 |
|
46-1821392 |
(State
or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS
Employer
Identification No.) |
99
Hayden Avenue, Suite 390
Lexington,
MA 02421
(Address
of principal executive offices) (Zip Code)
(781)
357-2333
(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 exchange on which registered |
Common
Stock, par value $0.0001 per share |
|
PULM |
|
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 (§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. ☐
Item
5.07 |
Submission
of Matters to a Vote of Security Holders. |
On
June 15, 2022, Pulmatrix, Inc. (the “Company”) held its 2022 annual meeting of stockholders (the “Annual Meeting”).
A total of 1,490,945 shares
of the Company’s common stock were present in person or represented by proxy at the Annual Meeting, which represented 44.02% of
the outstanding shares of common stock entitled to vote at the Annual Meeting and constituted a quorum for the transaction of business.
Holders of the Company’s common stock were entitled to one vote per share of common stock held as of the close of business on April
18, 2022, the record date for the Annual Meeting. The matters submitted for a vote and the related results are set forth below.
|
(1) |
Election
of two directors to serve as Class II directors on the Company’s Board of Directors to serve until the Company’s 2025
annual meeting of stockholders or until successors have been duly elected and qualified: |
Director | |
For | | |
Against | | |
Withheld /Abstained | | |
Broker Non-Votes | |
Teofilo Raad | |
| 422,137 | | |
| - | | |
| 178,197 | | |
| 890,611 | |
Richard Batycky, Ph.D. | |
| 448,559 | | |
| - | | |
| 151,775 | | |
| 890,611 | |
|
(2) |
Ratification
of the appointment of Marcum LLP as the Company’s independent registered public accounting firm for the 2022 fiscal year: |
For | | |
Against | | |
Withheld /Abstained | | |
Broker Non-Votes | |
| 1,378,659 | | |
| 97,469 | | |
| 14,817 | | |
| 0 | |
For
more information about the foregoing proposals, see the Company’s definitive proxy statement for the Annual Meeting, filed with
the Securities and Exchange Commission on April 29, 2022, the relevant portions of which are incorporated herein by reference.
The
results reported above are final voting results. No other matters were considered or voted upon at the meeting.
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.
|
PULMATRIX,
INC. |
|
|
|
Date:
June 15, 2022 |
By:
|
/s/
Teofilo Raad |
|
|
Teofilo
Raad |
|
|
Chief
Executive Officer |
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