Zynerba Pharmaceuticals Announces Partial Adjournment of Annual Meeting
June 13 2023 - 4:05PM
Zynerba Pharmaceuticals, Inc. (Nasdaq: ZYNE) (the “Company”), the
leader in innovative pharmaceutically-produced transdermal
cannabinoid therapies for orphan neuropsychiatric disorders, today
announced that it has adjourned its 2023 Annual Meeting of
Stockholders (“Annual Meeting”) solely with respect to Proposal 2
set forth in its Definitive Proxy Statement (“Proxy Statement”)
filed with the Securities and Exchange Commission on April 21,
2023. All other proposals on the Proxy Statement were approved by
stockholders during the Annual Meeting held earlier today.
Proposal 2 is a proposal to amend the Sixth
Amended and Restated Certificate of Incorporation of the Company to
effect a reverse stock split of the Company’s outstanding shares of
common stock by a ratio of any whole number between 1-for-2 and
1-for-50, at any time prior to November 1, 2023, the implementation
and timing of which shall be subject to the discretion of the Board
of Directors of the Company. The Company has adjourned the Annual
Meeting with respect to Proposal 2 to provide its stockholders
additional time to vote on the proposal. Proposal 2 requires that a
majority of the outstanding shares entitled to vote must vote “For”
the proposal in order to pass. Based on the preliminary vote
totals, 45.02% of the outstanding shares entitled to vote have
voted For Proposal 2.
The Annual Meeting will resume with respect to
Proposal 2 at 9:00 AM EDT on June 28, 2023. The reconvened Annual
Meeting will also be a “virtual” meeting of stockholders. The
record date for the Annual Meeting continues to be April 17, 2023.
A stockholder may use one of the following simple methods to
vote:
- Vote by Internet at
www.voteproxy.com until 11:59 PM EDT on June 27, 2023 using
the control number appearing on the proxy card.
- Vote by telephone by calling the
toll-free telephone number 1-800-776-9437 until 11:59 PM EDT on
June 27, 2023 using their control number appearing on the proxy
card.
- Vote by mail by marking, dating and
signing the proxy card, and returning it in the postage-paid
envelope provided to American Stock Transfer & Trust Company,
LLC.
- Vote at the virtual Annual Meeting
by joining the meeting at https://web.lumiagm.com/236626312
(password: zyne2023) using the control number included on the proxy
card.
Proxies previously submitted with respect to
Proposal 2 will be voted at the reconvened Annual Meeting unless
properly revoked; stockholders who have previously submitted their
proxy or otherwise voted with respect to Proposal 2 and who do not
want to change their vote need not take any action.
Details of the reverse stock split are included
in the Company’s Proxy Statement for the Annual Meeting. The
primary objective of implementing a reverse split is to satisfy the
minimum bid price requirement for continued listing on the Nasdaq
Capital Market. The Company’s Board believes that effecting the
reverse split would increase the price of our common stock which
would, among other things, help the Company to:
- Meet certain continued listing
requirements of the Nasdaq Capital Market;
- Appeal to a broader range of
investors to generate interest in the Company; and
- Improve perception of the Company’s
common stock as an investment security.
If stockholders have any questions or need
assistance with processing their vote, please contact the Company’s
proxy solicitor, MacKenzie Partners, Inc. (email:
proxy@mackenziepartners.com, or toll free:
1-800-322-2885).
About Zynerba Pharmaceuticals, Inc.
Zynerba Pharmaceuticals is the leader in
innovative pharmaceutically-produced transdermal cannabinoid
therapies for orphan neuropsychiatric disorders. We are committed
to improving the lives of patients and their families living with
severe, chronic health conditions including Fragile X syndrome and
22q11.2 deletion syndrome. Learn more at www.zynerba.com and follow
us on Twitter at @ZynerbaPharma.
Cautionary Note on Forward-Looking
Statements
This press release contains forward-looking
statements within the meaning of The Private Securities Litigation
Reform Act of 1995. We may, in some cases, use terms such as
“predicts,” “believes,” “potential,” “proposed,” “continue,”
“estimates,” “anticipates,” “expects,” “plans,” “intends,” “may,”
“could,” “might,” “will,” “should” or other words that convey
uncertainty of future events or outcomes to identify these
forward-looking statements. Such statements are subject to numerous
important factors, risks and uncertainties that may cause actual
events or results to differ materially from the Company’s current
expectations. These and other risks are described in the Company’s
periodic reports, including the annual report on Form 10-K,
quarterly reports on Form 10-Q and current reports on Form 8-K,
filed with or furnished to the Securities and Exchange Commission
and available at www.sec.gov. Any forward-looking statements
that the Company makes in this press release speak only as of the
date of this press release. The Company assumes no obligation to
update forward-looking statements whether as a result of new
information, future events or otherwise, after the date of this
press release. Zynerba
Contacts
Peter VozzoICR WestwickeOffice: 443.213.0505Cell:
443.377.4767Peter.Vozzo@Westwicke.com
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