DELCATH SYSTEMS, INC. (NASDAQ:DCTH) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

DELCATH SYSTEMS, INC. (NASDAQ:DCTH) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 5.03.

On November 23, 2020, Delcath Systems, Inc. (the “Company”) filed a Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Company with the Secretary of State of the State of Delaware. The Certificate of Amendment, which became effective immediately upon its filing, decreased the total number of shares of common stock, $0.01 par value, that the Company is authorized to issue from 1,000,000,000 shares to 40,000,000 shares. The Board of Directors of the Company adopted a resolution approving the Certificate of Amendment on September 30, 2020. As discussed under Item 5.07 of this Current Report on Form 8-K, the adoption of the Certificate of Amendment was subsequently approved by the stockholders of the Company at the Company’s Annual Meeting of Stockholders held on November 23, 2020. The full text of the Certificate of Amendment is attached as Exhibit 3.1 to this Current Report on Form 8-K.

The Company held its Annual Meeting of Stockholders (the “Annual Meeting”) on November 23, 2020. Set forth below are the final voting results for each of the proposals submitted to a vote of the Company’s stockholders at the Annual Meeting.

Proposal 1. A proposal to elect the two Class II nominees named in the Company’s proxy statement as Class II directors for a term expiring at the 2023 Annual Meeting of Stockholders and until their successors are elected and qualified. Each nominee for director was elected by a vote of the stockholders as follows:

(d) Exhibits:

Exhibit No.    Exhibit Title
3.1    Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Delcath Systems, Inc., dated November 23, 2020

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DELCATH SYSTEMS, INC. Exhibit
EX-3.1 2 d81992dex31.htm EX-3.1 EX-3.1 Exhibit 3.1   I,…
To view the full exhibit click here

About DELCATH SYSTEMS, INC. (NASDAQ:DCTH)

Delcath Systems, Inc. is a late-stage clinical development company with early commercial activity in Europe focused on cancers of the liver. The Company is a specialty pharmaceutical and medical device company developing its product, Melphalan Hydrochloride for Injection for use with the Delcath Hepatic Delivery System (Melphalan/HDS). The Company’s system delivers and filters melphalan hydrochloride, which is marketed as a device under the trade name Delcath Hepatic CHEMOSAT Delivery System for Melphalan (CHEMOSAT). The Company’s focus is on the execution of the clinical development program (CDP) in ocular melanoma liver metastases (mOM), intrahepatic cholangiocarncinoma (ICC), hepatocellular carcinoma (HCC or primary liver) and other cancers that are metastatic to the liver.

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