VBI VACCINES INC. (TSE:VBV) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 22, 2017, VBI Vaccines Inc. (the Company) held its 2017
Annual General and Special Meeting of Shareholders (the Annual
Meeting). At the Annual Meeting, the shareholders voted to: (1)
elect seven directors; (2) approve, on an advisory basis, the
frequency of holding an advisory vote on executive compensation;
(3) approve, on advisory basis, the compensation of the Companys
named executive officers; (4) approve the appointment of
EisnerAmper LLP as the Companys independent registered public
accounting firm until the next annual meeting of shareholders and
remuneration to be set by the audit committee (the Audit
Committee) of the board of directors of the Company; and (5)
ratify and confirm common share issuances to certain consultants
of the Company. Each of these proposals is described in more
detail in the Companys definitive proxy statement filed with the
U.S. Securities and Exchange Commission on May 11, 2017 (the
Proxy Statement).
At the beginning of the Annual Meeting, there were 30,823,557
common shares present at the Annual Meeting in person or by
proxy, which represented 76.94% 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 Companys
common shares were entitled to one vote for each share held as of
the close of business on May 4, 2017 (the Record Date).
The voting results on these proposals were as follows:
Proposal 1: Election of Seven Directors
| Director | Votes For | Withheld | Broker Non-Votes | |||||||||
| Jeff R. Baxter | 18,824,959 | 124,636 | 11,836,452 | |||||||||
| Steven Gillis | 18,832,243 | 117,352 | 11,836,452 | |||||||||
| Sam Chawla | 18,887,663 | 61,932 | 11,836,452 | |||||||||
| Michel De Wilde | 18,883,080 | 66,515 | 11,836,452 | |||||||||
| Adam Logal | 18,889,427 | 60,168 | 11,836,452 | |||||||||
| Scott Requadt | 18,869,072 | 80,523 | 11,836,452 | |||||||||
| Steven D. Rubin | 18,635,750 | 313,845 | 11,836,452 | |||||||||
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 2: Approve, on an advisory basis, the frequency
of holding an advisory vote on executive compensation
| 1 year | 2 years | 3 years | Abstentions | Broker Non-Votes | ||||||||||||||
| 7,321,294 | 13,903 | 11,604,680 | 40,978 | 11,836,452 | ||||||||||||||
The shareholders approved, on a non-binding, advisory basis, the
frequency of holding an advisory vote on executive compensation
every 3 years.
Proposal 3: Approve, on advisory basis, the compensation
of our named executive officers
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||
| 18,770,136 | 124,495 | 54,964 | 11,836,452 | |||||||||||
The shareholders approved, on a non-binding, advisory basis, the
compensation of our named executive officers as disclosed in the
Proxy Statement.
Proposal 4: Approve the appointment of EisnerAmper LLP as
the Companys independent registered public accounting firm until
the next annual meeting of shareholders and remuneration to be
set by the Audit Committee
| Votes For | Votes Against | Abstentions | ||||||||
| 30,706,404 | 79,643 | |||||||||
The shareholders approved the appointment of EisnerAmper LLP as
the Companys independent registered public accounting firm until
the next annual meeting of shareholders and remuneration to be
set by the Audit Committee.
Proposal 5: Ratify and confirm common share issuances to
certain VBI Vaccines Inc. consultants
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||
| 18,512,441 | 390,764 | 46,390 | 11,836,452 | |||||||||||
The shareholders ratified and confirmed the common share
issuances to certain consultants of the Company as disclosed in
the Proxy Statement.
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).
