VBI VACCINES INC. (TSE:VBV) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07 Submission of Matters to a Vote of Security Holders.
On May 24, 2018, VBI Vaccines Inc. (the “Company”) held its 2018 Annual General Meeting of Shareholders (the “Annual Meeting”). At the Annual Meeting, the shareholders voted to: (1) fix the number of directors at seven; (2) elect the nominated directors of the Company to serve until the next annual meeting or until the appointment or election and qualification of their successors; and (3) approve the appointment of EisnerAmper LLP as the Company’s independent registered public accounting firm until the next annual meeting of shareholders and authorize the audit committee (the “Audit Committee”) of the board of directors of the Company to fix EisnerAmper LLP’s remuneration. Each of these proposals is described in more detail in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on April 10, 2018 (the “Proxy Statement”).
At the beginning of the Annual Meeting, there were 40,086,159 common shares present at the Annual Meeting in person or by proxy, which represented 62.42% of the outstanding common shares entitled to vote at the Annual Meeting and which constituted a quorum for the transaction of business. Holders of the Company’s common shares were entitled to one vote for each share held as of the close of business on April 3, 2018 (the “Record Date”).
The voting results on these proposals were as follows:
Proposal 1: Fix the number of directors at seven
| Votes For | Votes Against | Abstentions |
| 25,309,601 | 33,061 |
The shareholders approved to fix the number of directors of the Company at seven.
Proposal 2: Election of Seven Directors
| Director | Votes For | Withheld |
| Jeff R. Baxter | 24,985,860 | 356,802 |
| Steven Gillis | 24,418,014 | 924,648 |
| Michel De Wilde | 24,992,910 | 349,752 |
| Adam Logal | 24,995,180 | 347,482 |
| Tomer Kariv | 25,030,892 | 311,770 |
| Scott Requadt | 24,999,397 | 343,265 |
| Steven D. Rubin | 19,931,897 | 5,410,765 |
Each of the seven nominees for director was elected to serve until the next annual meeting of shareholders and until his successor has been elected and qualified, or until his earlier death, resignation, or removal.
Proposal 3: Approve the appointment of EisnerAmper LLP as the independent registered public accounting firm of the Company until the next annual meeting of shareholders and authorize the Audit Committee to fix EisnerAmper LLP’s remuneration
| Votes For | Votes Against | Abstentions |
| 40,025,369 |
The shareholders approved the appointment of EisnerAmper LLP as the Company’s independent registered public accounting firm until the next annual meeting of shareholders and authorized the Audit Committee to fix EisnerAmper LLP’s remuneration.
The results reported above are final voting results. No other matters were considered or voted upon at the Annual Meeting.
Item 8.01 Other Events.
On May 25, 2018, the Company issued a press release announcing the voting results from the Annual Meeting. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is hereby incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description |
| 99.1 | Press Release dated May 25, 2018 |
VBI Vaccines Inc/BC ExhibitEX-99.1 2 ex99-1.htm VBI Vaccines Announces Results of Annual General Meeting CAMBRIDGE,…To view the full exhibit click here
About VBI VACCINES INC. (TSE:VBV)
VBI Vaccines Inc. is a development-stage biotechnology company. The Company’s principal products include cytomegalovirus (CMV) Vaccine Candidate, enveloped Virus Like Particle (eVLP) Vaccine Platform and Lipid Particle Vaccine (LPV) Vaccine Platform. The Company is also engaged in the research and development (R and D) activity. The Company’s subsidiaries includes Variation Biotechnologies (US), Inc. (VBI US) and Variation Biotechnologies Inc. (VBI Cda).
