Form 8-K - Current report

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): October 19, 2023

CHAMPIONS ONCOLOGY, INC.

(Exact name of registrant as specified in its charter)


Delaware	001-11504	52-1401755
(State or Other Jurisdiction	(Commission File Number)	(IRS Employer
of Incorporation)		Identification No.)

1 University Plaza, Suite 307, Hackensack, New Jersey 07601

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (201) 808-8400

Not applicable

(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, par value $0.001 per share

CSBR

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 o

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. o

INFORMATION TO BE INCLUDED IN THE REPORT


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

On October 19, 2023, Champions Oncology, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). The following matters were submitted to a vote of the stockholders at the Annual Meeting and the voting results were as follows:

1. Election of Directors. The seven director nominees named in the Company's 2023 proxy statement were elected to serve for a one-year term expiring at the 2024 Annual Meeting of Stockholders or until their successors are duly elected and qualified, based upon the following votes:


Director Nominee	Votes For	Votes Withheld	Broker Non-Vote
Ronnie Morris, M.D.	8,988,585	723,727	334,282
Joel Ackerman	8,556,358	1,155,954	334,282
David Sidransky, M.D.	8,126,259	1,586,053	334,282
Daniel Mendelson	8,313,289	1,399,023	334,282
Robert Brainin	8,454,904	1,257,408	334,282
Scott R. Tobin	9,654,012	58,300	334,282
Philip Breitfeld, M.D.	9,658,058	54,254	334,282

2. Ratification of Appointment of Independent Registered Accounting Firm. The appointment of EisnerAmper LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending April 30, 2024, was ratified as follows:


Votes For	Votes Against	Abstain
10,041,893	4,303	398

3. Non-binding Advisory Resolution Relating to the Compensation of the Company’s Named Executive Officers. The proposal to approve, on a non-binding advisory basis, the compensation of the Company's named executive officers, as described in the Company's 2023 proxy statement, was approved by the following votes:


Votes For	Votes Against	Abstain	Broker Non-Vote
9,444,385	10,040	257,887	334,282

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


	CHAMPIONS ONCOLOGY, INC.
	(Registrant)

Date: October 19, 2023	By:	/s/ David Miller
		David Miller
		Chief Financial Officer

Cover Page	Oct. 19, 2023
Cover [Abstract]
Document Type	8-K
Document Period End Date	Oct. 19, 2023
Entity Registrant Name	CHAMPIONS ONCOLOGY, INC.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-11504
Entity Tax Identification Number	52-1401755
Entity Address, Address Line One	1 University Plaza, Suite 307
Entity Address, City or Town	Hackensack
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07601
City Area Code	201
Local Phone Number	808-8400
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Trading Symbol	CSBR
Security Exchange Name	NASDAQ
Title of 12(b) Security	Common Stock, par value $0.001 per share
Entity Emerging Growth Company	false
Entity Central Index Key	0000771856
Amendment Flag	false