Catabasis Pharmaceuticals,Inc. (NASDAQ:CATB) 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.

On December12, 2018, Catabasis Pharmaceuticals,Inc. (the “Company”) held a Special Meeting of Stockholders (the “Special Meeting”). At the Special Meeting, the Company’s stockholders, upon the recommendation of the Company’s board of directors, approved an amendment and restatement of the Company’s 2015 Stock Incentive Plan (the “Plan”), which amendment and restatement had been previously approved by the Company’s board of directors subject to stockholder approval, to:

· provide that shares tendered as payment for the exercise of an award or withheld to satisfy tax withholding obligations with respect to an award and shares underlying stock appreciation rights (“SARs”) settleable in either cash or in stock that are actually settled in cash will not be added back to the number of shares available for future grant; and

· prohibit the payment of dividends or dividend equivalents with respect to unvested awards and the accrual of dividend equivalents with respect to stock options and SARs.

A more detailed description of the Plan, and the amendment and restatement thereof, is contained in the Company’s proxy statement for the Special Meeting (the “Proxy Statement”) under the heading “Proposal No.2: To Approve an Amended and Restated 2015 Stock Incentive Plan” and such description is incorporated herein by reference. The full text of the Plan, as so amended and restated, was included as Appendix B to the Proxy Statement.

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

At the Company’s Special Meeting of Stockholders held on December12, 2018, the following proposals were approved by the votes specified below. No other matters were considered or voted upon at the Special Meeting.

Proposal 1: To approve an amendment to the Company’s certificate of incorporation to effect a reverse stock split at a ratio not less than 1-for-5 and not greater than 1-for-15, with the exact ratio to be set within that range at the discretion of the Company’s board of directors before June30, 2019 without further approval or authorization of the Company’s stockholders and with the Company’s board of directors able elect to abandon such proposed amendment and not effect the reverse stock split authorized by stockholders, in its sole discretion:

Proposal 2: To approve an amendment and restatement of the Company’s 2015 Stock Incentive Plan to increase the number of shares available for issuance thereunder by 8,500,000 shares on a pre-split basis and to provide for certain other amendments: