Current Report Filing (8-k)
August 13 2018 - 7:34AM
Edgar (US Regulatory)
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):
August 9, 2018
ENZON PHARMACEUTICALS,
INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of
incorporation)
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001-36435
(Commission File Number)
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22-2372868
(IRS Employer Identification No.)
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20 Commerce Drive (Suite 135), Cranford, New Jersey
(Address of principal executive offices)
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07016
(Zip Code)
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(732) 980-4500
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
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:
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¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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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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¨
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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 (§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.
¨
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Item 5.07
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Submission of Matters to a Vote of Security Holders.
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The 2018 annual meeting of stockholders
of Enzon Pharmaceuticals, Inc. (the “Company”) was held on August 9, 2018. At the 2018 annual meeting of stockholders,
the Company’s stockholders voted on the following matters as described in the Company’s proxy materials: (1) the election
of three directors, each for a one-year term expiring at the Company’s next annual meeting of stockholders and until such
director’s successor is elected and qualified, (2) the ratification of the appointment of EisnerAmper LLP as the Company’s
independent registered public accounting firm for the fiscal year ending December 31, 2018 and (3) the approval, on an advisory
basis, of the compensation of the Company’s named executive officers. A total of 36,439,678 shares of common stock were present
or represented by proxy at the 2018 annual meeting of stockholders, representing approximately 82.4% of the total shares of common
stock entitled to vote at the 2018 annual meeting of stockholders.
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1.
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Election of Directors
– The Company’s stockholders elected each of the following individuals as a director
for a one-year term expiring at the Company’s next annual meeting of stockholders and until such director’s successor
is elected and qualified, as set forth below:
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Nominee
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Votes
For
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Votes
Against
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Abstentions
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Broker
Non-Votes
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Jonathan Christodoro
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12,393,843
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310,706
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32,047
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23,703,082
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Odysseas Kostas, M.D.
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12,363,767
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341,469
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31,360
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23,703,082
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Jennifer McNealey
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12,366,108
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338,886
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31,602
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23,703,082
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2.
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Ratification of the appointment of EisnerAmper LLP as the Company’s independent registered public accounting firm
for the fiscal year ending December 31, 2018
– This proposal was approved as set forth below:
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Votes
For
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Votes
Against
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Abstentions
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35,408,410
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814,759
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216,509
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3.
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Approval, on an advisory basis, of the compensation of the Company’s named executive officers
– This proposal
was approved as set forth below:
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Votes
For
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Votes
Against
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Abstentions
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Broker
Non-Votes
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11,957,462
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656,347
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122,787
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23,703,082
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SIGNATURES
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.
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ENZON PHARMACEUTICALS, INC.
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(Registrant)
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Date: August 13, 2018
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By:
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/s/ Andrew Rackear
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Name:
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Andrew Rackear
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Title:
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Chief Executive Officer and Secretary
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