Amended Current Report Filing (8-k/a)
December 03 2020 - 5:28PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K/A
Amendment No. 1
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event
reported): September 4, 2020
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Seneca
Biopharma, Inc.
(Exact name of registrant as specified
in Charter)
Delaware
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001-33672
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52-2007292
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(State or other jurisdiction
of
incorporation or organization)
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(Commission File No.)
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(IRS Employee Identification No.)
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20271 Goldenrod Lane, 2 nd
Floor, Germantown, Maryland 20876
(Address of Principal Executive Offices)
(301) 366-4960
(Issuer Telephone number)
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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. ☐
Securities registered pursuant to Section 12(b) of the Act:
Title of Class
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Trading Symbol
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Name of Each Exchange on Which Registered
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Common stock, par value $0.01 per share
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SNCA
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NASDAQ Capital Market
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Explanatory Note
This Amendment No. 1 on Form 8-K/A amends
the Current Report on Form 8-K of Seneca Biopharma, Inc. (the “Company”) filed with the U.S. Securities and Exchange
Commission on September 9, 2020 (the “Original Form 8-K”). The Original Form 8-K reported the final voting results
of Proposal 6 of the Company’s 2020 Annual Meeting of Stockholders held on August 7, 2020 (the “2020 Annual Meeting”).
The purpose of this amendment is to disclose the Company’s decision regarding how frequently it will conduct future stockholder
advisory votes to approve the compensation of the Company’s named executive officers (“Say-On-Pay”). No other
changes have been made to the Original Form 8-K.
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Item 5.07
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Submission of Matters to a Vote of Security Holders
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As previously reported in the Original
Form 8-K, in a non-binding, advisory vote on the frequency of future Say-On-Pay votes held at the 2020 Annual Meeting, 2,949,201
votes were cast for one year, 237,046 votes were cast for two years, 2,167,362 votes were cast for three years, 367,533 votes abstained
and there were 6,023,458 broker non-votes. The Company has considered the outcome of this advisory vote and has determined it will
hold future Say-On-Pay votes every year until the occurrence of the next advisory vote on the frequency of Say-On-Pay. The next
advisory vote on the frequency of Say-On-Pay is required to occur not later than the Company’s 2023 Annual Meeting of Stockholders.
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the Registrant has duly caused this Report on Form 8-K to be signed on its behalf by the undersigned hereunto
duly authorized.
Date:
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December 3, 2020
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Seneca Biopharma, Inc.
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/s/ Dane Saglio
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By: Dane Saglio
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Chief Financial Officer
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