Onconova Therapeutics,Inc. (NASDAQ:ONTX) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

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Onconova Therapeutics,Inc. (NASDAQ:ONTX) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 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


Onconova Therapeutics, Inc. Exhibit
EX-3.1 2 a18-15029_1ex3d1.htm EX-3.1 Exhibit 3.1   CERTIFICATE OF AMENDMENT TO TENTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ONCONOVA THERAPEUTICS,…
To view the full exhibit click here

About Onconova Therapeutics,Inc. (NASDAQ:ONTX)

Onconova Therapeutics, Inc. is a clinical-stage biopharmaceutical company. The Company operates through the identification and development of oncology therapeutics segment. It is focused on discovering and developing small molecule drug candidates to treat cancer. The Company has created a targeted anti-cancer agents designed to work against specific cellular pathways that are important to cancer cells. It has over three clinical-stage product candidates and various preclinical programs that target kinases, cellular metabolism or cell division in preclinical development. The Company’s lead product candidate, rigosertib, is being tested in both intravenous (IV) and oral formulations as a single agent, and the oral formulation is also being tested in combination with azacitidine, in clinical trials for patients with myelodysplastic syndromes (MDS), and related cancers. Its other product candidates include Briciclib and Recilisib.