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
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 |
– |
