SIGA TECHNOLOGIES, INC. (OTCMKTS:SIGA) 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.
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Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
2017 Annual Meeting) of SIGA Technologies, Inc. (the Company),
our stockholders approved the increase in the number of shares of
our common stock available for awards under the Companys 2010
Stock Incentive Plan from 4,500,000 shares to 8,500,000 shares.
The increase was embodied (subject to stockholder approval) in an
amendment and restatement of such plan that was approved by our
Board of Directors on April 18, 2017. Our named executive
officers may participate in our Amended and Restated 2010 Stock
Incentive Plan. For a description of our Amended and Restated
2010 Stock Incentive Plan, please see Proposal No. 2 in our proxy
statement for the 2017 Annual Meeting filed with the Securities
and Exchange Commission on April 17, 2017 (the Proxy Statement),
which description is incorporated herein by reference. Such
description is qualified in its entirety by reference to the full
text of the Amended and Restated 2010 Stock Incentive Plan, a
copy of which is set forth as Annex A to the Proxy Statement.
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Item 5.07.
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Submission of Matters to a Vote of Security Holders.
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Stockholders representing 68,294,654 shares of common stock, or
86.69% of the shares of common stock outstanding as of the March
31, 2017 record date, were present in person or were represented
at the meeting by proxy. The items listed below were submitted to
a vote of the stockholders present, in person or by proxy, and
entitled to vote at the 2017 Annual Meeting. Final voting results
are shown below.
elected nine director nominees to hold office until the earlier
of the 2018 Annual Meeting of Stockholders of the Company or
until their successors are elected and qualified or until their
earlier resignation or removal, (ii) approved the increase in the
number of shares of our common stock available for awards under
our 2010 Stock Incentive Plan from 4,500,000 shares to 8,500,000
shares under an amendment and restatement of such plan, (iii)
approved, on a non-binding advisory basis, the compensation of
the Companys named executive officers as disclosed in the Proxy
Statement, (iv) approved, on a non-binding advisory basis, a
proposal that future advisory votes on the compensation of the
Companys Named Executive Officers as disclosed in the Proxy
Statement take place every three years, and (v) ratified the
appointment of PricewaterhouseCoopers LLP as the Companys
independent certified public accountants for the fiscal year
ending December 31, 2017. Set forth below are the final voting
results for each of the proposals submitted to a vote of the
stockholders.
| (1) |
Election of the following individuals to hold office as
directors of the Company for terms of one year. |
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Number of Shares Voted
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Name
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For
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Withheld
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Eric A. Rose, M.D.
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43,170,443
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2,396,444
|
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James J. Antal
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39,775,045
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5,791,842
|
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Michael J. Bayer
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40,174,790
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5,392,097
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Thomas E. Constance
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45,138,518
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428,369
|
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Phillip L. Gomez
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45,320,049
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246,838
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Jeffrey B. Kindler
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40,096,349
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5,470,538
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Joseph W. Marshall, III
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45,314,465
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252,422
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Michael C. Plansky
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45,309,299
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257,588
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Paul G. Savas
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44,410,575
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1,156,312
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broker non-votes.
| (2) |
Approval of an amendment and restatement of the Companys
2010 Stock Incentive Plan to increase the maximum number of shares of common stock available for issuance under the 2010 Stock Incentive Plan from 4,500,000 shares to 8,500,000 shares and to promote tax efficiency for certain types of performance-based compensation. |
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Number of Shares Voted
|
||
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For
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Against
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Abstain
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41,733,152
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3,734,819
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98,916
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| (3) |
Stockholder approval, on a non-binding advisory basis, of
the compensation of the Companys Named Executive Officers as disclosed in the Proxy Statement. |
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Number of Shares Voted
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For
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Against
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Abstain
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41,287,938
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4,130,494
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148,455
|
| (4) |
Stockholder approval, on a non-binding advisory basis, on
the frequency of future advisory votes on the compensation of the Companys Named Executive Officers as disclosed in the 2017 Proxy Statement. |
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Number of Shares Voted
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1 year
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2 years
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3 years
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Abstain
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13,842,860
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454,566
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30,731,876
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537,585
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| (5) |
Ratification of the appointment of PricewaterhouseCoopers
LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2017. |
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Number of Shares Voted
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For
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Against
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Abstain
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66,997,792
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787,586
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509,276
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About SIGA TECHNOLOGIES, INC. (OTCMKTS:SIGA)
SIGA Technologies, Inc. (SIGA) is engaged in the development and commercialization of solutions for various unmet medical needs and biothreats. The Company’s lead product is Tecovirimat, also known as ST-246, an orally administered antiviral drug that targets orthopoxviruses. Tecovirimat is a small-molecule drug delivered to the Strategic Stockpile under the Project BioShield Act of 2004 (Project BioShield). Tecovirimat is not approved by the United States Food and Drug Administration (FDA) as a treatment of smallpox or any other indication. Tecovirimat has Orphan Drug designation for both the treatment and prevention of smallpox, and the treatment of orthopoxvirus infections (vaccinia, variola, monkeypox and cowpox). The Company uses contract manufacturing organizations (CMOs) to procure commercial raw materials and supplies, and to manufacture Tecovirimat. The Company also has a lead pre-clinical drug candidate with activity against approximately four serotypes of the dengue virus. SIGA TECHNOLOGIES, INC. (OTCMKTS:SIGA) Recent Trading Information
SIGA TECHNOLOGIES, INC. (OTCMKTS:SIGA) closed its last trading session up +0.03 at 3.45 with shares trading hands.
