Current Report Filing (8-k)
October 05 2018 - 4:45PM
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
October 1, 2018
Date of report (Date of earliest event reported)
GENPREX, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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001-38244
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90 - 0772347
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(State or other jurisdiction of
incorporation or organization)
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(Commission File Number)
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(I.R.S. Employer
Identification Number)
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1701 Trinity Street, Suite 3.322, Austin, TX
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78712
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code:
(512) 537-7997
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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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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 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
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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
.0
7
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Submission of Matters to a Vote of Security Holders
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On October 1, 2018, Genprex, Inc. (the “Company”) held its 2018 Annual Meeting of Stockholders (the “Annual Meeting”). As of August 21, 2018, the record date for the Annual Meeting, 15,037,944 shares of the Company’s common stock were outstanding and entitled to vote at the Annual Meeting. A summary of the matters voted upon by stockholders at the Annual Meeting is set forth below.
A total of 9,333,141 shares of the Company’s common stock were present at the meeting in person or by proxy, which represents approximately 62.1% of the shares of common stock outstanding as of the record date for the Annual Meeting.
Proposal 1. Approval of the Issuance of Shares of Common Stock and Warrants to Purchase Shares of Common Stock.
The Company’s stockholders approved the issuance of up to a certain number of shares of the Company’s common stock in connection with a private placement transaction that exceeded 20% of the Company’s outstanding common stock prior to a private placement, which is described in detail in the definitive proxy statement filed with the Securities and Exchange Commission on August 29, 2018. The final voting results are as follows:
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Votes For
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Votes Against
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Abstention
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Broker Non-Votes
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7,912,146
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1,864
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12,833
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1,406,298
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Proposal 2. Election of Director.
The Company’s stockholders elected the person listed below as a Class I Director, to serve until the Company’s 2021 Annual Meeting of Stockholders and until his successor is duly elected and qualified. The final voting results are as follows:
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Name
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Votes For
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Votes Withheld
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Broker Non-Votes
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David E. Friedman
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7,920,270
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6,573
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1,406,298
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Proposal 3. Ratification of the Selection of Independent Registered Public Accounting Firm.
The Company’s stockholders ratified the selection of Daszkal Bolton LLP by the Audit Committee of the Company’s Board of Directors as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018. The final voting results are as follows:
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Votes For
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Votes Against
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Abstention
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Broker Non-Votes
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9,268,749
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14,977
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49,415
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0
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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GENPREX, INC.
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Date: October 5, 2018
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By:
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/s/ Ryan Confer
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Ryan Confer
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Chief Financial Officer
(Principal Financial Officer)
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