Asterias Biotherapeutics, Inc.Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

16

Asterias Biotherapeutics, Inc.Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.


At a meeting of the Board of Directors (“Board”) of Asterias
Biotherapeutics, Inc. (the “Company”) on June 14, 2017, the
Board increased the number of members on the Board from nine to
ten and elected Michael Mulroy, the Company’s incoming President
and Chief Executive Officer, to serve on the Board, effective
June 26, 2017 and upon commencement of his employment with the
Company.

The terms of Mr. Mulroy’s employment with the Company as
President and Chief Executive Officer, and a summary of his
business experience is set forth on the Company’s Current Report
on Form 8-K filed with the SEC on May 23, 2017, and is
incorporated herein by reference.

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

On June 14, 2017, the Company held its 2017 annual meeting of
stockholders (the “Annual Meeting”). The following matters were
voted on by the stockholders at the Annual Meeting: (i) the
election of nine directors, (ii) the amendments to the 2013
Equity Incentive Plan (the “Plan”), to increase the number of
shares of the Company’s Series A common stock (“Common Stock”)
issuable under the Plan to 13.5 million shares, an increase of
2.5 million shares, and (iii) the ratification of the appointment
of OUM Co. LLP as the Companys independent registered public
accountants for the fiscal year ending December 31, 2017.

As of the record date of April 24, 2017, there was a total of
49,081,492 shares of Common Stock outstanding and entitled to
vote at the meeting. The holders of 41,555,410 shares of Common
Stock executed and delivered valid proxies at the annual meeting,
which were duly voted at the Annual Meeting. Each of the
proposals were approved by the Company’s shareholders and the
final voting results are as follows:
Election of Directors

Each of the following directors was elected by the following
vote:

Nominee

Votes For

Votes Withheld

Broker Non-Vote


Andrew Arno


29,745,133


946,478


10,863,799


Don M. Bailey


30,412,568


279,043


10,863,799


Stephen L. Cartt


30,445,492


246,119


10,863,799


Alfred D. Kingsley


30,223,310


468,301


10,863,799


Richard T. LeBuhn


29,536,888


1,154,723


10,863,799


Aditya Mohanty


30,435,507


256,104


10,863,799


Natale S. Ricciardi


29,932,830


758,781


10,863,799


Howard I. Scher


30,430,971


260,640


10,863,799


Michael D. West


30,421,570


270,041


10,863,799
Amendments to the Plan

The amendments to the Plan were approved by the following vote:

Votes For

Votes Against

Votes Abstained

Broker Non-Vote


28,990,259


1,668,746


32,606


10,863,799
Ratification of OUM Co. LLP as the Companys independent
registered public accountants

The ratification of OUM Co. LLP as the Companys independent
registered public accountants was approved by the following vote:

Votes For

Votes Against

Votes Abstained

Broker Non-Vote


41,286,810


96,778


171,822


An ad to help with our costs