Current Report Filing (8-k)
October 17 2022 - 4:20PM
Edgar (US Regulatory)
0001512922
false
0001512922
2022-10-14
2022-10-14
0001512922
PETV:CommonStockParValue0.001Member
2022-10-14
2022-10-14
0001512922
PETV:WarrantsToPurchaseCommonStockMember
2022-10-14
2022-10-14
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
October
14, 2022
Date
of Report (Date of earliest event reported)
PETVIVO
HOLDINGS, INC.
(Exact
name of registrant as specified in its charter)
Nevada |
|
001-40715 |
|
99-0363559 |
(State or other jurisdiction
of incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
5251
Edina Industrial Blvd.
Edina,
Minnesota |
|
55349 |
(Address of principal executive
offices) |
|
(Zip Code) |
(952)
405-6216
Registrant’s
telephone number, including area code
Check
the appropriate box below if the Form 8-K 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 |
|
PETV |
|
The Nasdaq Stock Market
LLC |
Warrants to purchase Common
Stock |
|
PETVW |
|
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
5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers
PetVivo
Holdings, Inc. (the “Company”) held its Annual Meeting on October 14, 2022 (the “Annual Meeting”). At the
Annual Meeting, the stockholders of the Company approved the PetVivo Holdings, Inc. Amended and Restated 2020 Equity Incentive Plan
(the “Amended 2020 Plan”).
The
description of the Amended 2020 Plan set forth in the Company’s definitive proxy statement (“Proxy Statement”)
filed with the Securities and Exchange Commission on August 26, 2022, section entitled “Proposal Three: Approval of the
PetVivo Holdings, Inc. Amended and Restated 2020 Equity Incentive Plan” beginning on page 27 of the Proxy Statement is
incorporated by reference herein. A copy of the full text of the Amended 2020 Plan is filed as Exhibit 10.1 to this Current Report
on Form 8-K and is incorporated by reference herein.
Item
5.07. Submission of Matters to a Vote of Security Holders.
Annual
Meeting Voting Results
As
of the close of business on August 22, 2022, the record date for the Annual Meeting (the “Record Date”), there were 10,072,025
shares of Company common stock outstanding and entitled to vote at the Annual Meeting. Each share of Company common stock was entitled
to one (1) vote. Stockholders holding an aggregate of 5,666,073 shares of Company common stock entitled to vote at the Annual Meeting,
representing 56.25% of the outstanding shares of Company common stock as of the Record Date, and which constituted a quorum thereof,
were present in person or represented by proxy at the Annual Meeting.
At
the Annual Meeting, the Company’s stockholders considered the proposals listed below, each of which is described in more detail
in the Proxy Statement. The final results of such stockholder voting on each proposal brought before the Annual Meeting are set
forth below:
Proposal No. 1 - |
Election of Directors. The director nominees proposed
by the Board of Directors of the Company (the “Board”) were elected to serve as members of the Board until the next annual
meeting of stockholders and until their successors are duly elected and qualified by the following final voting results: |
|
|
Votes
For |
|
Votes
Withheld |
|
Broker
Non-Votes |
John
Lai |
|
4,252,906 |
|
26,091 |
|
— |
Robert
Rudelius |
|
4,258,331 |
|
20,666 |
|
— |
Joseph
Jasper |
|
4,202,170 |
|
76,827 |
|
— |
Scott
Johnson |
|
4,258,331 |
|
20,666 |
|
— |
James
Martin |
|
4,258,251 |
|
20,746 |
|
— |
Leslie
Coolidge |
|
4,258,901 |
|
20,096 |
|
— |
Robert
Costantino |
|
4,259,331 |
|
19,666 |
|
— |
Proposal No. 2- |
Ratification of Appointment of Independent Registered Public
Accounting Firm. The ratification of the appointment of Assurance Dimensions, Inc. as the Company’s independent registered
public accounting firm for the year ending March 31, 2023, was approved by the following final voting results: |
Votes
For |
|
Votes
Against |
|
Votes
Abstained |
|
Broker
Non-Votes |
5,658,105 |
|
5,983 |
|
1,985 |
|
— |
Proposal No. 3- |
Approval of PetVivo Holdings, Inc. Amended and Restated
2020 Equity Incentive Plan. The PetVivo Holdings, Inc. Amended and Restated 2020 Equity Incentive Plan was approved by the following
final voting results: |
Votes
For |
|
Votes
Against |
|
Votes
Abstained |
|
Broker
Non-Votes |
3,902,717 |
|
349,987 |
|
26,293 |
|
1,387,076 |
(d)
Exhibits
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
|
PETVIVO
HOLDINGS, INC. |
|
|
|
Date:
October 17, 2022 |
By:
|
/s/
John Lai |
|
Name:
|
John
Lai |
|
Title:
|
Chief
Executive Officer |
PetVivo (NASDAQ:PETV)
Historical Stock Chart
From Jul 2024 to Jul 2024
PetVivo (NASDAQ:PETV)
Historical Stock Chart
From Jul 2023 to Jul 2024