Article 5.07. Submission of questions to the vote of security holders.
Allow more time for the shareholders of the Company to vote on (i) proposal 4-Approval of an amendment to the certificate of incorporation of the Company, as amended, to effect the Reverse Stock Split (as defined below ) and (ii) proposal 5-Approval of an amendment to the certificate of incorporation of the Company, as amended, in order to reduce, simultaneously and subject to the effectiveness of the Reverse Stock Split, the number of ordinary shares Authorizations of the Company (as defined below) from 275,000,000 to 55,000,000 (as such proposals are further described in the following paragraph), the Company adjourned the Annual Meeting with respect to the proposals 4 and 5 until
Proposal 4 is a proposal to approve (only where deemed desirable by the board of directors) an amendment to the certificate of incorporation of the company, as amended (the “certificate of incorporation”), in order to carry out a consolidation of shares of the issued and outstanding ordinary shares of the Company,
The final results of propositions 1, 2, 3 and 6 are as follows:
Proposal 1 – Election of class I administrators.
The following three (3) nominees appointed Class I directors of the Board of Directors of the Company, each for a three-year term expiring at the annual meeting of shareholders in 2024 and until the successor of such director is duly elected and qualified, were elected with the following votes:
Name of Director Votes For Withheld Broker Non-Votes 1. General (Ret.) James T. Hill 77,405,910 13,531,622 43,663,651 2. Thomas F. Isett 75,757,288 15,180,244 43,663,651 3. Evert Schimmelpennink 78,466,494 12,471,038 43,663,651
Proposal 2 – Ratification of the appointment of a registered independent public accounting firm.
The shareholders ratified the appointment of
on the basis of the votes indicated below:
Votes For Votes Against Abstentions Broker Non-Votes 120,677,847 10,254,823 3,668,513 0
Proposal 3 – Approval, in an advisory and non-binding capacity, of the compensation of the Named Executive Officers of the Company
The shareholders approved, on an advisory and non-binding basis, the remuneration of the appointed officers of the Company (“say-on-pay”), as set out in the final proxy statement. The results of the vote for this approved proposal are as follows:
Votes For Votes Against Abstentions Broker Non-Votes 64,190,654 22,832,644 3,914,234 43,663,651
Proposal 6 – Approval of the adjournment of the 2021 Annual Meeting, if the Board of Directors deems it necessary or appropriate, to solicit additional proxies if there are not enough votes in favor of the proposals (4 ) or (5).
The shareholders voted to approve the authorization to adjourn the Annual Meeting should the Board of Directors deem it necessary or appropriate, if the quorum was reached, to solicit additional proxies if there was not enough of votes in favor of the proposal 4-Reverse Division of shares or proposal 5-Proposal of authorized reduction of shares. The results of the vote for this approved proposal are as follows:
Votes For Votes Against Abstentions Broker Non-Votes 87,764,956 44,940,309 1,895,918 0 Item 8.01. Other Events.
As indicated above in point 5.07, the Annual Meeting will be reconvened on
Article 9.01. Financial statements and supporting documents.
The following attachment is provided with this current report on Form 8-K.
Exhibit Number Exhibit Description 99.1 Press Release, issued by
iBio, Inc.on December 10, 2021Cover Page Interactive Data File (embedded within the Inline XBRL 104 document)
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