Current Report Filing (8-k)
November 14 2022 - 05:44PM
Edgar (US Regulatory)
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2022-11-14 iso4217:USD xbrli:shares iso4217:USD xbrli:shares
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):
November 14, 2022
MATINAS BIOPHARMA HOLDINGS, INC.
(Exact
name of registrant as specified in its charter)
|
Delaware |
|
001-38022 |
|
46-3011414 |
|
(State
or other jurisdiction
of
incorporation)
|
|
(Commission
File
Number)
|
|
(IRS
Employer
ID
Number)
|
|
1545 Route 206 South,
Suite 302
Bedminster,
New Jersey
|
|
07921 |
|
(Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code:
(908)
484-8805
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 (see General Instruction A.2.
below):
|
☐ |
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 |
|
Name
of Each Exchange on Which Registered |
|
Common Stock |
|
MTNB |
|
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 (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. ☐
Item
5.07 Submission of Matters to a Vote of Security
Holders
At
the Annual Meeting of Stockholders of Matinas BioPharma Holdings,
Inc. (the “Company”) held on November 14, 2022, our stockholders
voted on the three proposals listed below. The proposals are
described in detail in the Company’s definitive proxy statement for
the Annual Meeting filed with the Securities and Exchange
Commission on September 22, 2022 (the “Proxy Statement”).
Shareholders representing
127,073,409 shares, or 58.59%, of the common shares outstanding as
of the September 16,
2022 record date, were represented at the Annual Meeting by
proxy. The final results for the votes regarding each
proposal are set forth below.
1.
Our stockholders elected the following individuals to serve on our
board of directors until the annual meeting of shareholders to be
held in 2023. The tabulation of votes with respect to the election
of such directors was as follows:
| |
|
|
|
|
AUTHORITY |
|
|
BROKER |
|
| |
|
FOR |
|
|
WITHELD |
|
|
NON-VOTE |
|
|
Herbert
Conrad |
|
|
59,278,388 |
|
|
|
5,256,505 |
|
|
|
62,538,516 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
Kathryn
Corzo |
|
|
59,698,087 |
|
|
|
4,836,806 |
|
|
|
62,538,516 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
Jerome D.
Jabbour |
|
|
60,041,871 |
|
|
|
4,493,022 |
|
|
|
62,538,516 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
Eric
Ende |
|
|
59,832,977 |
|
|
|
4,701,916 |
|
|
|
62,538,516 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
Natasha
Giordano |
|
|
59,185,407 |
|
|
|
5,349,486 |
|
|
|
62,538,516 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
James
Scibetta |
|
|
60,052,024 |
|
|
|
4,482,869 |
|
|
|
62,538,516 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
Matthew
Wikler |
|
|
60,446,318 |
|
|
|
4,088,575 |
|
|
|
62,538,516 |
|
2.
Our stockholders approved, on an advisory basis, the compensation
of the Company’s named executive officers. The tabulation of votes
with respect to this proposal was as follows:
|
For |
|
|
Against |
|
|
Abstain |
|
|
Broker
Non-Votes |
|
|
|
56,522,115 |
|
|
|
6,902,448 |
|
|
|
1,110,330 |
|
|
|
62,538,516 |
|
3.
Our stockholders approved the ratification of the appointment of
EisnerAmper LLP as the Company’s independent registered public
accounting firm for the fiscal year ending December 31, 2022. The
tabulation of votes with respect to this proposal was as
follows:
|
For |
|
|
Against |
|
|
Abstain |
|
|
Broker
Non-Votes |
|
|
|
126,116,312 |
|
|
|
468,604 |
|
|
|
488,493 |
|
|
|
- |
|
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.
| |
MATINAS
BIOPHARMA HOLDINGS, INC. |
|
|
|
|
|
Dated:
November 14, 2022 |
By: |
/s/
Jerome D. Jabbour |
|
|
|
Name:
Jerome D. Jabbour |
| |
|
Title:
Chief Executive Officer |
Matinas Biopharma (AMEX:MTNB)
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