BIO-PATH HOLDINGS, INC. (NASDAQ:BPTH) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Bio-Path Holdings, Inc. (the “Company”) held its 2017 annual meeting (the “2017 Annual Meeting”) of stockholders of the Company on December 21, 2017 in The Woodlands, Texas. At the 2017 Annual Meeting, the Company’s stockholders approved the Bio-Path Holdings, Inc. 2017 Stock Incentive Plan (the “2017 Plan”). A description of the 2017 Plan is set forth in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on November 3, 2017 (the “2017 Proxy Statement”) under the heading “Proposal Two: Approval of the 2017 Stock Incentive Plan,” which such description is incorporated herein by reference. This summary is qualified in its entirety by the full text of the 2017 Plan, which is filed as Exhibit 10.1 hereto, and the text of the forms of award agreements, copies of which are attached hereto as Exhibits 10.2 through 10.7.
Item 5.07Submission of Matters to a Vote of Security Holders.
At the 2017 Annual Meeting, the Company’s stockholders: (i) elected each of the four persons listed below under Proposal 1 to serve as a director of the Company until its 2018 annual meeting of stockholders; (ii) approved the 2017 Plan; (iii) approved the amendment to the Company’s Certificate of Incorporation to effect a reverse stock split of the Company’s common stock, par value $0.001 per share, at a ratio of up to 1-for-10, to be determined by the Company’s board of directors (the “Board”); and (iv) ratified and approved the appointment of BDO USA, LLP as the Company’s registered independent public accounting firm for the Company’s fiscal year ending December 31, 2017. The following describes the results of the voting at the 2017 Annual Meeting:
| Proposal 1: |
The election of directors to serve until the 2018 annual meeting of stockholders of the Company: |
| Name of Nominee |
Shares Voted “For” |
Shares Voted “Against” |
Shares Withheld |
Shares Abstained |
Broker Non-Votes |
| Peter H. Nielsen |
26,814,896 |
– |
8,779,197 |
– |
50,828,832 |
| Heath W. Cleaver |
28,567,246 |
– |
7,026,847 |
– |
50,828,832 |
| Mark P. Colonnese |
29,584,659 |
– |
6,009,434 |
– |
50,828,832 |
| Douglas P. Morris |
27,814,614 |
– |
7,779,479 |
– |
50,828,832 |
| Proposal 2: |
Approval of the 2017 Plan: |
| Shares Voted “For” |
Shares Voted “Against” |
Shares Withheld |
Shares Abstained |
Broker Non-Votes |
| 24,986,953 |
10,493,303 |
– |
113,837 |
50,828,832 |
| Proposal 3: |
Approval of the amendment to the Company’s Certificate of Incorporation to effect a reverse stock split of the Company’s common stock, par value $0.001 per share, at a ratio of up to 1-for-10, to be determined by the Board: |
| Shares Voted “For” |
Shares Voted “Against” |
Shares Withheld |
Shares Abstained |
Broker Non-Votes |
| 62,863,722 |
22,661,563 |
– |
897,638 |
– |
| Proposal 4: |
Ratification and approval of the appointment of BDO USA, LLP as the Company’s registered independent public accounting firm for its fiscal year ending December 31, 2017: |
| Shares Voted “For” |
Shares Voted “Against” |
Shares Withheld |
Shares Abstained |
Broker Non-Votes |
| 72,307,767 |
12,062,131 |
– |
2,053,025 |
– |
Item 9.01Financial Statements and Exhibits.
(d) Exhibits.
| 10.1 |
Bio-Path Holdings, Inc. 2017 Stock Incentive Plan |
BIO-PATH HOLDINGS INC ExhibitEX-10.1 2 tv482134_ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 BIO-PATH HOLDINGS,…To view the full exhibit click here
About BIO-PATH HOLDINGS, INC. (NASDAQ:BPTH)
Bio-Path Holdings, Inc. is a clinical and preclinical stage oncology focused antisense drug development company. The Company utilizes a technology that achieves systemic delivery for target specific protein inhibition for any gene product that is over-expressed in disease. Its drug delivery and antisense technology, DNAbilize, is a platform that uses P-ethoxy, a deoxyribonucleic acid backbone modification. Its lead drug candidate, Liposomal Grb2 (BP1001), targets the protein Growth factor receptor-bound protein 2 (Grb2). Its other liposome delivered antisense drug candidate, Liposomal Bcl2 (BP1002), targets the protein B-cell lymphoma 2 (Bcl2). BP1001 is in Phase II clinical trials for acute myeloid leukemia, and for blast phase and accelerated phase chronic myelogenous leukemia. BP1002 is intended to target the lymphoma and certain solid tumor markets. BP1001 is also in preclinical studies for solid tumors, including triple negative breast cancer and inflammatory breast cancer.