Vaxart, Inc. (Nasdaq: VXRT) (“Vaxart”) announced today that its
2022 annual meeting of stockholders (the “Annual Meeting”) has been
adjourned to Wednesday, July 6, 2022 at 9:30 a.m. Pacific Time with
respect to all proposals described in Vaxart’s definitive proxy
statement filed with the U.S. Securities and Exchange Commission
(the “SEC”) on April 28, 2022 (the “Proxy Statement”).
The reconvened Annual Meeting will be held at
the offices of Vaxart, Inc. located at 170 Harbor Way, Suite 300,
South San Francisco, California 94080, and through live webcast of
the meeting, which you can access by visiting
www.virtualshareholdermeeting.com/VXRT2022 and entering the
16‐digit control number included in your Notice of Internet
Availability of Proxy Materials, on your proxy card or in the
instructions that accompanied your proxy materials.
During the adjournment, Vaxart continues to
solicit votes from its stockholders with respect to all proposals
set forth in the Proxy Statement.
At the time the Annual Meeting was adjourned,
proxies had been submitted by stockholders representing
approximately 58.22% of the shares of Vaxart’s common stock
outstanding and entitled to vote, which constituted a quorum. At
the time of the Annual Meeting votes were sufficient to approve:
Proposal 1 – Election of Directors and the election of all of the
board of directors’ seven nominees for director, Proposal 3 –
Approval of Amendment and Restatement of the 2019 Equity Incentive
Plan, Proposal 4 – Approval of the 2022 Employee Stock Purchase
Plan, Proposal 5 – Ratification of Selection of Independent
Registered Public Accounting Firm, Proposal 6 – Approval of the
Compensation of the Vaxart’s Named Executive Officers. At the time
of the Annual Meeting votes were not sufficient to approve Proposal
2 – Adoption of an Amendment to Vaxart’s Restated Certificate of
Incorporation to Increase the Number of Authorized Shares of Common
Stock (the “Authorized Shares Increase”), which requires approval
by the holders of a majority of the outstanding shares of common
stock of Vaxart. At the time of the Annual Meeting, approximately
73.3% of the votes cast on Proposal 2 were voted in favor of its
approval, which constitutes approximately 42.1% of the outstanding
shares in favor.
Proxies previously submitted with respect to the
Annual Meeting will be voted on all proposals at the adjourned
Annual Meeting unless properly revoked in accordance with the
procedures described in the Proxy Statement, and stockholders who
have previously submitted a proxy or otherwise voted need not take
any action.
The Board of Directors of Vaxart believes that
the approval of Proposal 2 regarding the Authorized Shares Increase
is in the best interests of the stockholders of Vaxart. In the
event the Authorized Shares Increase is not approved, there may not
be sufficient shares of common stock for Vaxart to increase the
number of authorized shares of common stock to give Vaxart greater
flexibility in considering and planning for future corporate needs,
including, but not limited to: raising additional capital, which is
needed to fund ongoing clinical and nonclinical research programs;
considering potential strategic transactions, including mergers,
acquisitions, and business combinations; funding operations;
issuing shares; making long-term equity incentive awards under
Vaxart’s equity compensation plans; attracting and retaining key
employees, consultants, advisors, executive officers, and
directors; and other general corporate purposes.
Vaxart encourages all stockholders of
record on April 11, 2022 who have not yet voted to do so by 11:59
p.m. Eastern Time on July 5, 2022.
Note Regarding Forward-Looking
Statements
This press release contains forward-looking
statements that involve substantial risks and uncertainties. All
statements, other than statements of historical facts, included in
this press release regarding Vaxart's strategy, prospects, plans
and objectives, results from preclinical and clinical trials,
commercialization agreements and licenses, and beliefs and
expectations of management are forward-looking statements. These
forward-looking statements may be accompanied by such words as
“should,” “believe,” “could,” “potential,” “will,” “expected,”
“anticipate,” “plan,” and other words and terms of similar meaning.
Examples of such statements include, but are not limited to,
statements relating to Vaxart's ability to develop and
commercialize its product candidates, including its vaccine booster
products; Vaxart's expectations regarding clinical results and
trial data; and Vaxart's expectations with respect to the
effectiveness of its product candidates. Vaxart may not actually
achieve the plans, carry out the intentions, or meet the
expectations or projections disclosed in the forward-looking
statements, and you should not place undue reliance on these
forward-looking statements. Actual results or events could differ
materially from the plans, intentions, expectations, and
projections disclosed in the forward-looking statements. Various
important factors could cause actual results or events to differ
materially from the forward-looking statements that Vaxart makes,
including uncertainties inherent in research and development,
including the ability to meet anticipated clinical endpoints,
commencement, and/or completion dates for clinical trials,
regulatory submission dates, regulatory approval dates, and/or
launch dates, as well as the possibility of unfavorable new
clinical data and further analyses of existing clinical data; the
risk that clinical trial data are subject to differing
interpretations and assessments by regulatory authorities; whether
regulatory authorities will be satisfied with the design of and
results from the clinical studies; decisions by regulatory
authorities impacting labeling, manufacturing processes, and safety
that could affect the availability or commercial potential of any
product candidate, including the possibility that Vaxart's product
candidates may not be approved by the FDA or non-U.S. regulatory
authorities; that, even if approved by the FDA or non-U.S.
regulatory authorities, Vaxart's product candidates may not achieve
broad market acceptance; that a Vaxart collaborator may not attain
development and commercial milestones; that Vaxart or its partners
may experience manufacturing issues and delays due to events
within, or outside of, Vaxart's or its partners' control;
difficulties in production, particularly in scaling up initial
production, including difficulties with production costs and
yields, quality control, including stability of the product
candidate and quality assurance testing, shortages of qualified
personnel or key raw materials, and compliance with strictly
enforced federal, state, and foreign regulations; that Vaxart may
not be able to obtain, maintain, and enforce necessary patent and
other intellectual property protection; that Vaxart's capital
resources may be inadequate; Vaxart's ability to resolve pending
legal matters; Vaxart's ability to obtain sufficient capital to
fund its operations on terms acceptable to Vaxart, if at all; the
impact of government healthcare proposals and policies; competitive
factors; and other risks described in the “Risk Factors” sections
of Vaxart's Quarterly and Annual Reports filed with the SEC. Vaxart
does not assume any obligation to update any forward-looking
statements, except as required by law.
Additional Information and Where to Find It
In connection with the annual meeting of
stockholders, the Company filed with the SEC a definitive proxy
statement which was mailed to the Company’s stockholders as of the
record date for the Annual Meeting of stockholders. STOCKHOLDERS
AND OTHER INTERESTED PERSONS ARE ADVISED TO READ THE DEFINITIVE
PROXY STATEMENT, AS WELL AS ANY AMENDMENTS THERETO, BECAUSE IT
CONTAINS IMPORTANT INFORMATION ABOUT THE MATTERS BEFORE THE
STOCKHOLDERS AT THE ANNUAL MEETING. The Company’s stockholders may
also obtain copies of the proxy statement, the annual report to
stockholders and all other relevant documents filed or that will be
filed with the SEC in connection with the annual meeting, without
charge, once available, at the SEC’s website at http://www.sec.gov
or by directing a request to: Vaxart, Inc., 170 Harbor Way, Suite
300, South San Francisco, California 94080.
Participants in the Solicitation
The Company and certain of its respective
directors, executive officers and other members of management and
employees may be deemed participants in the solicitation of proxies
of the Company’s stockholders in connection with the Annual
Meeting. STOCKHOLDERS AND OTHER INTERESTED PERSONS MAY OBTAIN,
WITHOUT CHARGE, MORE DETAILED INFORMATION REGARDING THE DIRECTORS
AND OFFICERS OF THE COMPANY IN ITS ANNUAL REPORT ON FORM 10-K FOR
THE FISCAL YEAR ENDED DECEMBER 31, 2021, WHICH WAS FILED WITH THE
SEC ON FEBRUARY 24, 2022. INFORMATION REGARDING THE PERSONS WHO
MAY, UNDER SEC RULES, BE DEEMED PARTICIPANTS IN THE SOLICITATION OF
PROXIES TO STOCKHOLDERS IN CONNECTION WITH THE ANNUAL MEETING AND
OTHER MATTERS TO BE VOTED AT THE ANNUAL MEETING ARE SET FORTH IN
THE DEFINITIVE PROXY STATEMENT.About Vaxart
Vaxart is a clinical-stage biotechnology company
developing a range of oral recombinant vaccines based on its
proprietary delivery platform. Vaxart vaccines are designed to be
administered using tablets that can be stored and shipped without
refrigeration and eliminate the risk of needle-stick injury. Vaxart
believes that its proprietary tablet vaccine delivery platform is
suitable to deliver recombinant vaccines, positioning the company
to develop oral versions of currently marketed vaccines and to
design recombinant vaccines for new indications. Vaxart’s
development programs currently include tablet vaccines designed to
protect against coronavirus, norovirus, seasonal influenza, and
respiratory syncytial virus (RSV), as well as a therapeutic vaccine
for human papillomavirus (HPV), Vaxart’s first immune-oncology
indication. Vaxart has filed broad domestic and international
patent applications covering its proprietary technology and
creations for oral vaccination using adenovirus and TLR3
agonists.
For more information, visit https://www.vaxart.com/.
Contacts:
Vaxart Media
Relations: |
Investor Relations: |
Mark Herr |
Andrew Blazier |
Vaxart, Inc. |
Finn Partners |
mherr@vaxart.com |
IR@Vaxart.com |
(203) 517-8957 |
(646) 871-8486 |
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