false 0001815903 0001815903 2023-12-29 2023-12-29 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

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): December 29, 2023

 

Petros Pharmaceuticals, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

(State or other
jurisdiction of
incorporation)

001-39752

(Commission
File Number)

85-1410058

(I.R.S. Employer

Identification No.)

 

1185 Avenue of the Americas, 3rd Floor

New York, New York 10036
(Address of principal executive offices) (Zip code)

 

(973) 242-0005
(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:

 

¨ Written communications pursuant to Rule 425 Under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbol(s) Name of each exchange on
which registered
Common Stock, par value $0.0001 per share PTPI The Nasdaq Stock Market LLC

 

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 x

 

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. ¨

  

 

  

 

 

 

Item 5.07 Submission of Matters to a Vote of Security Holders.

 

On December 29, 2023, Petros Pharmaceuticals, Inc. (the “Company”) held its 2023 annual meeting of stockholders (the “Annual Meeting”). As of the close of business on November 2, 2023, the record date for the Annual Meeting, there were 2,201,069 shares of the Company’s common stock, par value $0.0001 per share (“Common Stock”), outstanding and entitled to vote on the proposals described below. The matters described below were submitted to a vote of the holders of the Company’s Common Stock at the Annual Meeting. Each proposal is described in detail in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on November 30, 2023 (the “Proxy Statement”).

 

1. Election of the five directors named in the Proxy Statement to the Board of Directors of the Company to serve until the annual meeting of stockholders in 2024 or until each one’s respective successor has been duly elected and qualified.

 

Nominee  For  Against  Abstain  Broker Non-Votes
John D. Shulman  741,470  13,235  15,133  506,053
Joshua N. Silverman  665,893  101,852  2,093  506,053
Bruce T. Bernstein  666,165  88,535  15,138  506,053
Gregory Bradley  741,477  13,228  15,133  506,053
Wayne R. Walker  666,181  88,534  15,123  506,053

 

2. Ratification of the appointment of EisnerAmper LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.

 

For  Against  Abstain
1,181,138  91,884  2,869

 

3. Approval, on an advisory basis, of the compensation paid to the Company’s named executive officers.

 

For  Against  Abstain  Broker Non-Votes
735,195  30,435  4,208  506,053

 

For more information about the foregoing proposals, see the Proxy Statement, the relevant portions of which are incorporated herein by reference. The results reported above are final voting results. No other matters were considered or voted upon at the Annual Meeting.

 

 

 

 

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.

 

  PETROS PHARMACEUTICALS, INC.
     
Date: December 29, 2023 By: /s/ Fady Boctor
    Name: Fady Boctor
    Title: President and Chief Commercial Officer

 

 

 

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Dec. 29, 2023
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Document Type 8-K
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Document Period End Date Dec. 29, 2023
Entity File Number 001-39752
Entity Registrant Name Petros Pharmaceuticals, Inc.
Entity Central Index Key 0001815903
Entity Tax Identification Number 85-1410058
Entity Incorporation, State or Country Code DE
Entity Address, Address Line One 1185 Avenue of the Americas
Entity Address, Address Line Two 3rd Floor
Entity Address, City or Town New York
Entity Address, State or Province NY
Entity Address, Postal Zip Code 10036
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Title of 12(b) Security Common Stock, par value $0.0001 per share
Trading Symbol PTPI
Security Exchange Name NASDAQ
Entity Emerging Growth Company true
Elected Not To Use the Extended Transition Period false
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