8-K
Annovis Bio, Inc. (ANVS)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported):June 1, 2021
ANNOVIS BIO, INC.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-39202 | 26-2540421 |
|---|---|---|
| (State or Other Jurisdiction<br><br> <br>of Incorporation) | (Commission<br><br> <br>File Number) | (I.R.S. Employer<br><br> <br>Identification No.) |
1055 Westlakes Drive, Suite 300Berwyn, PA 19312
(Address of Principal Executive Offices, andZip Code)
(610) 727-3913
Registrant’s Telephone Number, IncludingArea Code
Not Applicable
(Former Name or Former Address, if Changed SinceLast Report)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $0.0001 per share | ANVS | NYSE American |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
|---|---|---|
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| --- | --- | |
| ¨ | Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| --- | --- | |
| ¨ | Pre-commencement communication pursuant to Rule 13e-4(c) under the<br> Exchange Act (17 CFR 240.13e-4(c)) | |
| --- | --- | --- |
| Indicate by check mark whether the registrant<br> is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities<br> Exchange Act of 1934 (17 CFR §240.12b-2).<br><br> <br><br><br> <br>Emerging growth company x<br><br> <br><br><br> <br>If an emerging growth company, indicate by<br> check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting<br> standards provided pursuant to Section 13(a) of the Exchange Act. x | ||
| Item 5.07 | Submission of Matters to a Vote of Security Holders | |
| --- | --- |
On June 1, 2021, Annovis Bio, Inc. (the “Company”) held its 2021 Annual Meeting of Stockholders (the “Annual Meeting”). Present at the Annual Meeting in person or by proxy were holders of 5,099,298 shares of common stock of the Company, representing 73.4% of the voting power of the shares of common stock of the Company as of the close of business on April 8, 2021, the record date for the Annual Meeting, and constituting a quorum for the transaction of business. All matters voted upon at the Annual Meeting were approved with the required votes. The matters that were voted upon at the Annual Meeting, and the number of votes cast for, withhold or against, as well as the number of abstentions and broker non-votes, as to each such matter are set forth below.
1. Election of five Directors.
The following five nominees were elected to serve as directors of the Company, with the following votes tabulated:
| For | Withhold | Broker Non-Vote | ||||
|---|---|---|---|---|---|---|
| Michael Hoffman | 3,542,541 | 11,634 | 1,545,123 | |||
| Maria Maccecchini | 3,547,166 | 7,009 | 1,545,123 | |||
| Claudine Bruck | 3,523,084 | 31,091 | 1,545,123 | |||
| Reid McCarthy | 3,542,544 | 11,631 | 1,545,123 | |||
| Mark White | 3,514,706 | 39,469 | 1,545,123 |
2. Amendment of the 2019 Equity Incentive Plan.
The amendment of the 2019 Equity Incentive plan was approved, with the following votes tabulated:
| For | Against | Abstain | Broker Non-Vote | ||||
|---|---|---|---|---|---|---|---|
| 3,038,703 | 364,131 | 151,341 | 1,545,123 |
3. Ratification of the appointment of WithumSmith+Brown, PC as ourindependent registered public accounting firm for the fiscal year ending December 31, 2021.
The appointment of WithumSmith+Brown, PC as our independent registered public accounting firm for the fiscal year ending December 31, 2021 was ratified, with the following votes tabulated:
| For | Against | Abstain | Broker Non-Vote | ||||
|---|---|---|---|---|---|---|---|
| 4,900,798 | 123,451 | 75,049 | — |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ANNOVIS BIO, INC. | ||
|---|---|---|
| Date: June 3, 2021 | By: | /s/ Jeffrey McGroarty |
| Name: Jeffrey McGroarty | ||
| Title: Chief Financial Officer |