Report of Foreign Issuer (6-k)
December 30 2019 - 04:16PM
Edgar (US Regulatory)
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 of the
Securities
Exchange Act of 1934
For
the month of December 2019
Commission
File Number: 001-36581
Vascular
Biogenics Ltd.
(Translation
of registrant’s name into English)
8
HaSatat St.,
Modi’in,
Israel
7178106
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form
20-F [X]
|
|
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):
Indicate
by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information
to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
If
“Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-_____
EXPLANATORY
NOTE
As
previously disclosed, on December 23, 2019, Vascular Biogenics Ltd. (the “Company”) convened its 2019 annual general
meeting of shareholders (the “Meeting”). However, due to lack of quorum, the Meeting was adjourned until Monday, December
30, 2019 at 4.00 p.m. (Israel time) at the Company’s offices at 8 HaSatat St. Modi’in, Israel.
On
December 30, 2019, the Company reconvened the Meeting. At the Meeting, following establishment of a quorum, the Company’s
shareholders voted on four proposals, which are summarized below and described in more detail in the Company’s Notice of
Annual General Meeting of Shareholders of Vascular Biogenics Ltd. that was attached as Exhibit 99.1 to a Report of Foreign Private
Issuer on Form 6-K that we furnished to the Securities and Exchange Commission on November 1, 2019.
Proposal
1: To approve the nomination of Dr. Bennett M. Shapiro, Prof. Dror Harats, Prof. Ruth Arnon, Ms. Ruth Alon, Dr. Shmuel (Muli)
Ben Zvi, Dr. Ron Cohen, Mr. David Hastings and Dr. Susan Kelley to the Company’s Board of Directors (the “Board”),
to serve until the next annual general meeting of shareholders of the Company, under the existing terms of appointment as previously
approved, until each of their successors is duly appointed and qualified, or until any of their earlier resignation or removal
(voting took place in relation to each director nominee separately).
Proposal
2: To approve the re-appointment of Kesselman & Kesselman, a member firm of PricewaterhouseCoopers International Limited,
as the Company’s independent registered public accounting firm for the year ending December 31, 2019, and until the next
annual general meeting of shareholders of the Company and authorize the Board (with power of delegation to its Audit Committee)
to fix the said independent registered public accounting firm’s remuneration in accordance with the volume and nature of
its services.
Proposal
3: To approve a compensation policy for the directors and other office holders of the Company, in accordance with the requirements
of the Israeli Companies Law, 5759-1999.
Proposal
4: To approve the grant of options under the Company’s 2014 Employee Share Ownership and Option Plan according to the standard
agreements as follows: (i) grant of an option to purchase 240,000 of our ordinary shares to Prof. Harats; (ii) grant of an option
to purchase 100,000 of our ordinary shares to Dr. Shapiro; (iii) grant of an option to purchase 50,000 of our ordinary shares
to Dr. Cohen; (iv) grant of an option to purchase 50,000 of our ordinary shares to Prof. Arnon; (v) grant of an option to purchase
50,000 of our ordinary shares to Ms. Alon; (vi) grant of an option to purchase 50,000 of our ordinary shares to Mr. Hastings;
(vii) grant of an option to purchase 50,000 of our ordinary shares to Dr. Kelley; and (viii) grant of an option to purchase 20,000
of our ordinary shares to Dr. Ben Zvi, each of which shall vest upon and in the manner approved by the Compensation Committee
of the Board and/or the Board.
Based
on voting results at the Meeting, the majority requirements for the proposals under the Israeli Companies Law 5759-1999 and the
Company’s amended and restated articles of association, the above proposals were each approved at the Meeting.
SIGNATURE
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.
|
|
|
VASCULAR
BIOGENICS LTD.
|
|
|
Date:
December 30, 2019
|
By:
|
/s/
Dror Harats
|
|
Name:
|
Dror
Harats
|
|
Title:
|
Chief
Executive Officer
|
Vascular Biogenics (NASDAQ:VBLT)
Historical Stock Chart
From Feb 2024 to Mar 2024
Vascular Biogenics (NASDAQ:VBLT)
Historical Stock Chart
From Mar 2023 to Mar 2024