Onconova Therapeutics,Inc. (NASDAQ:ONTX) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal YearItem 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On June7, 2018, Onconova Therapeutics,Inc. (the “Company”) filed with the Secretary of State of the State of Delaware a Certificate of Amendment to its Tenth Amended and Restated Certificate of Incorporation, as amended (the “Charter Amendment”) to increase the number of authorized shares of the Company’s capital stock from 105,000,000 shares to 255,000,000 shares in order to increase the number of authorized shares of the Company’s common stock from 100,000,000 shares to 250,000,000 shares. The Charter Amendment was approved by the Company’s stockholders at a Special Meeting of Stockholders (the “Special Meeting”) held on June7, 2018, as described below under Item 5.07.
Item 5.07. Submission of Matters to a Vote of Security Holders.
On June7, 2018, the Company held the Special Meeting. The following is a brief description of each matter voted upon at the Special Meeting, as well as the final vote results with respect to each matter.
Proposal 1: Authorized Shares Increase Proposal.
The Company’s stockholders approved the Charter Amendment to increase the number of authorized shares of the Company’s capital stock from 105,000,000 shares to 255,000,000 shares in order to increase the number of authorized shares of the Company’s common stock from 100,000,000 shares to 250,000,000 shares. The tabulation of votes on this matter was as follows:
For |
Against |
Abstain |
BrokerNon-Votes |
59,701,869 |
2,683,931 |
297,403 |
Proposal 2: To authorize an adjournment of the Special Meeting, if necessary, to solicit additional proxies if there are not sufficient votes in favor of Proposal 1.
The Company’s stockholders approved an authorization to adjourn the Special Meeting, if necessary, to solicit additional proxies if there were not sufficient votes in favor of Proposal 1. The tabulation of votes on this matter was as follows:
For |
Against |
Abstain |
BrokerNon-Votes |
59,904,215 |
2,400,024 |
378,964 |
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
ExhibitNo. |
Exhibit |
3.1 |
Certificate of Amendment to the Tenth Amended and Restated Certificate of Incorporation, as amended, of Onconova Therapeutics,Inc., as approved by stockholders |