UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of December 2021

 

Commission File Number: 001-38764

 

APTORUM GROUP LIMITED

 

17 Hanover Square

London W1S 1BN, United Kingdom

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: Form 20-F ☒ Form 40-F ☐ 

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

 

 

 

 

 

 

On December 2, 2021, Aptorum Group Limited (the “Company”) held its 2021 annual general meeting of shareholders (the “Annual Meeting”). At the Annual Meeting, the Company’s shareholders voted on 3 proposals. At the beginning of the Annual Meeting, there were 210,188,039 votes represented in person or by proxy, which represented approximately 88.47% of the voting power of the shares entitled to vote (Class A Ordinary Shares and Class B Ordinary Shares) at the Annual Meeting; a quorum was present for the transaction of business.

 

At the Annual Meeting, the following proposals were voted on:

 

To re-elect each of the seven directors identified herein to the Company’s board of directors (the “Board”), with such directors to serve until the next annual meeting of shareholders and until his/her respective successor is elected and duly qualified; and

 

Election of Directors   For     Against     Abstain     Broker Non-Vote  
Mr. Ian Huen     209,848,357       332,384       7,298       -  
Mr. Darren Lui     209,848,788       331,953       7,298              -  
Dr. Clark Cheng     209,851,388       329,353       7,298       -  
Mr. Charles Bathurst     210,164,150       16,591       7,298       -  
Dr. Mirko Scherer     210,167,442       14,912       5,685       -  
Professor Justin Wu     210,167,249       12,512       8,278       -  
Professor Douglas Arner     209,852,408       328,353       7,278       -  

 

To ratify the appointment of Marcum Bernstein & Pinchuk LLP as the Company’s independent auditors for the year ending December 31, 2021, and to authorize the Board to fix their remuneration.

 

For   Against   Abstain
210,165,157   11,804   11,078

  

As special business, to approve as a special resolution, an amendment to Article 49.1 and Article 49.2 of the Company’s Second Amended and Restated Memorandum and Articles of Association, to remove the requirement that the record date not be earlier than the date of notice of a shareholder meeting and instead, permits Aptorum’s board of directors more flexibility to set record date they deem suitable, in accordance with the laws of Cayman Islands and those of the NASDAQ Global Market.

 

For   Against   Abstain
210,154,651   20,527   12,861

 

The Company issued a press release to disclose the results of the meeting on December 3, 2021; the press release is attached hereto as Exhibit 99.1

 

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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, thereunto duly authorized.

 

  Aptorum Group Limited
     
Date: December 3, 2021 By: /s/ Sabrina Khan
    Name:  Sabrina Khan
    Title: Chief Financial Officer

 

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EXHIBIT INDEX

 

Exhibit No.   Description
   
99.1   Press Release Dated December 3, 2021

 

 

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