ANTHERA PHARMACEUTICALS, INC. (NASDAQ:ANTH) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

ANTHERA PHARMACEUTICALS, INC. (NASDAQ:ANTH) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Story continues below

Item 5.02

Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
Steven Engle did not to stand for re-election at Anthera
Pharmaceuticals, Inc.s (the Company) 2017 Annual Meeting of
Shareholders (the Annual Meeting), and retired from the Board of
Directors (the Board) effective as of the date of the Annual
Meeting. Mr. Engle served as the chair of the Compensation
Committee of the Board. The Board appreciates Mr. Engle’s
dedicated service to Anthera and its shareholders. The decision
by Mr. Engle not to stand for re-election was not a result of any
disagreement with the Company or the Board.
Item 5.07
Submission of Matters to a Vote of Security Holders.
The following proposals were submitted to the stockholders at the
2017 Annual Meeting of Stockholders held on April 27, 2017:
(i) The election of one Class II director, as nominated by the
Board of Directors, to hold office until the 2018 Annual Meeting
of Stockholders or until his successor is duly elected and
qualified;
(ii) The ratification of the appointment of BDO USA, LLP as the
independent registered public accounting firm of the Company for
its fiscal year ending December 31, 2017;
(iii) The approval of the amendment to the 2013 Stock Option and
Incentive Plan to, among other things, increase the aggregate
number of shares authorized for issuance under the plan by
4,000,000 shares;
(iv) The approval of the amendment to the 2010 Employee Stock
Purchase Plan to increase the maximum number of shares (i)
authorized for issuance thereunder by 218,750 shares and (ii)
automatically authorized for issuance to the evergreen from
31,250 to 250,000 shares;
(v) The approval of an amendment to the Companys Fifth Amended
and Restated Certificate of Incorporation, as amended, to (i)
effect a reverse stock split of our common stock in the range of
1:5 to 1:8, such ratio to be determined in the discretion of our
Board of Directors; and
(iv) The approval under applicable NASDAQ Listing Rules, the
issuance of 247,119 shares of our common stock upon conversion of
the Series X Convertible Preferred Stock.
The proposals are described in detail in the Companys Proxy
Statement filed with the SEC on March 16, 2017.
The number of shares of common stock entitled to vote at the
annual meeting was 50,609,310. The number of shares of common
stock present or represented by valid proxy at the Annual Meeting
was 35,319,654. All matters submitted to a vote of the Companys
stockholders at the Annual Meeting were approved and all director
nominees were elected.
The number of votes cast for and against and the number of
abstentions and broker non-votes with respect to each matter
voted upon are set forth below:
(a) Election of one Class II Director
Director Nominee
Votes For
Votes Withheld
Philip T. Sager, M.D.
9,942,329
3,087,389
There were 22,289,936 broker non-votes regarding the election of
directors.
(b) Ratification of Auditors.
Stockholders ratified the appointment of BDO USA, LLP as the
Companys independent registered public accounting firm for the
fiscal year ending December 31, 2017. The results of the voting
included 34,548,766 votes for, 632,016 votes against, and 138,872
votes abstain.
There were 0 broker non-votes regarding this proposal.
(c) Amendment of the 2013 Stock Option and Incentive Plan.
Stockholders approved the amendment to the Companys 2013 Stock
Option and Incentive Plan. The results of the voting included
11,245,020 votes for, 1,735,606 votes against, and 49,092 votes
abstained.
There were 22,289,936 broker non-votes regarding this proposal.
(d) Amendment of the 2010 Employee Stock Purchase Plan.
Stockholders approved the amendment to the Companys 2010 Employee
Stock Purchase Plan. The results of the voting included
10,034,927 votes for, 2,950,568 votes against, and 44,223 votes
abstained.
There were 22,289,936 broker non-votes regarding this proposal.
(e) Amendment of the Companys Fifth Amended and Restated
Certificate of Incorporation, as amended.
Stockholders approved the amendment of the Companys Fifth Amended
and Restated Certificate of Incorporation, as amended. The
results of the voting included 28,619,465 votes for, 6,260,313
votes against, and 439,876 votes abstained.
There were 0 broker non-votes regarding this proposal.
(f) Issuance of 247,119 shares of our common stock upon
conversion of the Series X Convertible Preferred Stock
Stockholders approved the issuance of 247,119 shares of our
common stock upon conversion of the Series X Convertible
Preferred Stock. The results of the voting included 11,775,916
votes for, 1,164,600 votes against, and 89,202 votes abstained.
There were 22,289,936 broker non-votes regarding this proposal.


About ANTHERA PHARMACEUTICALS, INC. (NASDAQ:ANTH)

Anthera Pharmaceuticals, Inc. (Anthera) is a biopharmaceutical company focused on developing and commercializing products to treat serious diseases associated with inflammation, including enzyme replacement therapies and autoimmune diseases. The Company has two Phase III product candidates, liprotamase also known as Sollpura and blisibimod. Sollpura is a non-porcine investigational Pancreatic Enzyme Replacement Therapy (PERT) intended for the treatment of patients with Exocrine Pancreatic Insufficiency (EPI), often seen in patients with cystic fibrosis and other conditions. Blisibimod targets B-cell activating factor (BAFF), which has been shown to be elevated in a range of B-cell mediated autoimmune diseases, including systemic lupus erythematosus (SLE), or lupus, Immunoglobulin A nephropathy (IgA) nephropathy, lupus nephritis and others.

ANTHERA PHARMACEUTICALS, INC. (NASDAQ:ANTH) Recent Trading Information

ANTHERA PHARMACEUTICALS, INC. (NASDAQ:ANTH) closed its last trading session down -0.015 at 0.362 with 1,528,656 shares trading hands.

An ad to help with our costs