8-K
Annovis Bio, Inc. (ANVS)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act 1934
Date of Report (date of earliest event reported):June 13, 2024
ANNOVIS BIO, INC.
(Exact name of registrant as specified in charter)
| Delaware | 001-39202 | 26-2540421 |
|---|---|---|
| (State of Incorporation) | (Commission<br><br> <br>File No.) | (IRS Employer<br><br> <br>Identification No.) |
101Lindenwood Drive**, Suite 225** Malvern , PA
19355
(Address of Principal Executive Offices) (Zip Code)
(484) 875-3192
(Registrant’s Telephone Number, Including Area Code)
(Former Name or Former Address, is Changed Since Last Report)
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 communications 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 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| --- | --- | |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under<br>the Exchange Act (17 CFR 240.13e-4(c)) | |
| --- | --- | |
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| --- | --- | --- |
| CommonStock | ANVS | New York Stock Exchange |
Indicate by check mark whether the registrant 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 Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company x
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
|---|
On June 12, 2024, Annovis Bio, Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”) virtually. At the Annual Meeting, three proposals were submitted to the Company’s stockholders and all matters voted upon were approved with the required votes. The proposals are outlined below and further described in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission.
At the Annual Meeting, a total of 7,278,396 shares of the Company’s common stock, or 66.10% of the common stock outstanding as of April 18, 2024, the record date for the Annual Meeting, were represented virtually or by proxy.
The following is a brief description of the final voting results for each of the three proposals submitted at the Annual Meeting on June 12, 2024:
1. Election of Directors
All of the following five nominees were elected to the Company’s Board of Directors, in accordance with the voting results listed below, to serve for a term of one year, until the next Annual Meeting and until their successors have been duly elected and have qualified.
| Nominee | For | Withheld | Broker<br><br> Non-Vote | |||
|---|---|---|---|---|---|---|
| Michael Hoffman | 3,856,586 | 122,626 | 3,299,184 | |||
| Maria Maccecchini | 3,888,261 | 90,951 | 3,299,184 | |||
| Claudine Bruck | 3,827,976 | 151,236 | 3,299,184 | |||
| Reid McCarthy | 3,845,664 | 133,548 | 3,299,184 | |||
| Mark White | 3,825,922 | 153,290 | 3,299,184 |
2. Amendment to the Company’s 2019 EquityIncentive Plan
Stockholders have approved an amendment to the Annovis Bio, Inc. 2019 Equity Incentive Plan, to add 1,000,000 shares to the Plan’s share reserve, in accordance with the voting results listed below:
| For | Against | Abstain | |||
|---|---|---|---|---|---|
| 3,650,762 | 276,575 | 51,875 |
3. Ratification of the Company’s IndependentAuditors
Stockholders ratified the appointment of Ernst & Young LLP as the independent auditors of the Company for the fiscal year ended December 31, 2024, in accordance with the voting results listed below.
| For | Against | Abstain | |||
|---|---|---|---|---|---|
| 7,214,275 | 48,270 | 15,851 |
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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. | |
|---|---|
| By: | /s/ Maria Maccecchini |
| Name: | Maria Maccecchini |
| Title: | President and Chief Executive Officer |
Dated: June 13, 2024
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