Current Report Filing (8-k)
December 29 2020 - 4:09PM
Edgar (US Regulatory)
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):
December 23, 2020
CHINA PHARMA HOLDINGS, INC.
(Exact name of Registrant as specified in
charter)
Nevada
|
|
001-34471
|
|
73-1564807
|
(State or other jurisdiction
|
|
(Commission File No.)
|
|
(IRS Employer
|
of Incorporation)
|
|
|
|
Identification No.)
|
Second Floor, No. 17, Jinpan Road
Haikou, Hainan Province, China 570216
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including
area code: +86 898-6681-1730 (China)
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 (17CFR230.425)
|
|
☐
|
Soliciting material pursuant to Rule14a-12 under the Exchange
Act (17CFR240.14a-12)
|
|
☐
|
Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17CFR240.14d-2(b))
|
|
☐
|
Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17CFR240.13e-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
|
|
CPHI
|
|
NYSE American
|
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 5.02
|
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
|
On December 23, 2020, in view of the total
of $2,299,186 accrued but unpaid cash compensation by China Pharma Holdings, Inc. (the “Company,” “we”
or “our”) to Chairman of the Board, Chief Executive Officer and interim Chief Fiancnial Officer, Ms. Zhilin Lin over
the past nine years (the “Unpaid Cash Compensation”), the Compensation Committee of the Company, authorized the issuance
to Ms. Li an aggregate of 2,000,000 shares of common stock (the “Shares”) under the Company’s 2010 Long-Term
Incentive Plan, as amended, to partially off set the Unpaid Cash Compensation.
The Shares are vesting immediately with no
restrictions. Based on the per share price of $0.43, being the average of the closing prices during the past five trading days
prior to the approval rendered by the Compensation Committee, higher than the closing price of the approval date, or $0.42, such
Shares are valued at $864,480. Thus the Unpaid Cash Compensation is reduced to $1,434,706.
|
Item 5.07
|
Submission of Matters to a Vote of Security Holders.
|
On December 28, 2020, the Company held
its annual shareholders meeting for the fiscal year ended December 31, 2019 (the “Annual Meeting”). Holders of 24,934,171
shares of the Company’s common stock were present in person or by proxy at the Annual Meeting, representing 57.22% of the
total outstanding shares of common stock and therefore constituting a quorum of more than one-third of the shares outstanding and
entitled to vote at the Annual Meeting as of the record date.
The final voting results for the matter
submitted to a vote of shareholders at the meeting are as follows. No broker non-votes were counted for the proposal.
A proposal to elect three independent director
nominees to our Board of Directors to serve until the next annual meeting and until their successors are elected and qualified:
Director’s Name
|
|
Votes For
|
|
|
Votes Withheld
|
|
Gene Michael Bennett
|
|
|
23,978,130
|
|
|
|
956,041
|
|
Yingwen Zhang
|
|
|
23,950,262
|
|
|
|
983,909
|
|
Baowen Dong
|
|
|
23,959,272
|
|
|
|
974,899
|
|
Pursuant to the foregoing votes, Gene Michael
Bennett, Yingwen Zhang and Baowen Dong were elected to serve as our independent directors.
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.
Dated: December 29, 2020
|
CHINA PHARMA HOLDINGS, INC.
|
|
|
|
By:
|
/s/ Zhilin Li
|
|
Name:
|
Zhilin Li
|
|
Title:
|
President and Chief Executive Officer
|
2
China Pharma (AMEX:CPHI)
Historical Stock Chart
From Apr 2024 to May 2024
China Pharma (AMEX:CPHI)
Historical Stock Chart
From May 2023 to May 2024