Current Report Filing (8-k)
October 12 2022 - 4:41PM
Edgar (US Regulatory)
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2022-10-10
2022-10-10
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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)
October
10, 2022
GT
Biopharma, Inc.
(Exact
name of registrant as specified in its charter)
Delaware
|
(State or other Jurisdiction of Incorporation)
|
|
|
|
1-40023 |
|
94-1620407 |
(Commission
File Number) |
|
(IRS
Employer Identification No.) |
8000
Marina Blvd., Suite 100
Brisbane,
CA 94005
(Address
of Principal Executive Offices and zip code)
(800)
304-9888
(Registrant’s
telephone number, including area code)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of 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, $0.001 par value |
|
GTBP |
|
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 (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.
The
Registrant held a special meeting of stockholders on October 10, 2022. At the special meeting, there were 31,092,498 shares of the Registrant’s
common stock entitled to vote, and 17,442,945 (56.1%) were represented at the special meeting in person and by proxy. The following summarizes
vote results for the matter submitted to the Registrant’s stockholders for action at the special meeting:
1.
Proposal to ratify the inclusion of discretionary votes by brokers or other nominees holding shares for beneficial owners in the tabulation
of votes on Proposal No. 4 included in the definitive proxy statement for the Registrant’s 2022 Annual Meeting of Stockholders,
the proposal to approve the amendment to the Registrant’s restated certificate of incorporation, as amended, to reduce the authorized
number of shares of the Registrant’s common stock from 750,000,000 to 250,000,000.
For |
|
Against |
|
Abstain |
17,201,108 |
|
227,621 |
|
14,216 |
SIGNATURE
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.
|
|
GT BIOPHARMA, INC. |
|
|
|
|
Date: |
October
12, 2022 |
By:
|
/s/
Manu Ohri |
|
|
|
Manu
Ohri |
|
|
|
Chief
Financial Officer |
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