Cumberland Pharmaceuticals Inc 8-K, filed Apr 28, 2023
Cumberland Pharmaceuticals Inc (CPIX)
8-K
2023-04-28
For: 2023-04-25
View Original
Added on
April 06, 2026
About this 8-K
Cumberland Pharmaceuticals Inc filed this 8-K on April 28, 2023, reporting on events of April 25, 2023.
Items reported
- Item 5.07: Shareholder vote results
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 of 1934
April 28, 2023 (April 25, 2023 )
Date of Report (date of earliest event reported)
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | |||||||||
(Address of Principal Executive Offices)
(615 ) 255-0068
Registrant's telephone number, including area code
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):
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
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 April 25, 2023, the annual meeting of shareholders of Cumberland Pharmaceuticals Inc. (the "Company") was held in Nashville, Tennessee. The following matters were voted upon and approved by the Company's shareholders:
(1) the election of two (2) Class I Directors;
(2) the election of one (1) Class II Director;
(3) the ratification of the appointment of FORVIS, LLP as our independent registered public accounting firm for the year ending December 31, 2023;
(4) the resolution regarding compensation of the named executive officers; and
(5) the approval of an amendment to the Amended and Restated 2007 Long-Term Incentive Compensation Plan.
The voting results were as follows:
| For | Against | Withheld | Abstentions | % of Votes in Favor | ||||||||||||||||||||||||||||
| Kenneth J. Krogulski | 9,100,390 | — | 82,465 | — | 99.1% | |||||||||||||||||||||||||||
| Caroline R. Young | 8,326,006 | — | 856,849 | — | 90.7% | |||||||||||||||||||||||||||
| Martin S. Brown, Jr. | 9,053,642 | — | 129,213 | — | 98.6% | |||||||||||||||||||||||||||
| Appointment of FORVIS, LLP as our independent registered public accounting firm for the year ending December 31, 2023 | 11,474,731 | 107,830 | — | 17,830 | 99.1% | |||||||||||||||||||||||||||
| Resolution regarding compensation of named officers | 8,228,888 | 926,046 | — | 27,921 | 89.9% | |||||||||||||||||||||||||||
| Approve an amendment to the amended and restated 2007 long-term incentive compensation plan | 6,869,796 | 2,286,706 | — | 26,353 | 75.0% | |||||||||||||||||||||||||||
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.
| Cumberland Pharmaceuticals Inc. | ||||||||||||||||||||
| Dated: April 28, 2023 | By: | /s/ John Hamm | ||||||||||||||||||
| John Hamm | ||||||||||||||||||||
| Chief Financial Officer | ||||||||||||||||||||