enVVeno Medical Corp 8-K, filed Dec 26, 2024
enVVeno Medical Corp (NVNO)
About this 8-K
enVVeno Medical Corp filed this 8-K on December 26, 2024, reporting on events of December 18, 2024.
Items reported
- Item 5.07: Shareholder vote results
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On December 18, 2024, enVVeno Medical Corporation (the “Company”) completed its 2024 annual meeting of stockholders (the “Annual Meeting”). The number of shares entitled to vote at the Annual Meeting as of the record date was 17,535,948 shares of common stock (the “Voting Stock”). The number of shares of Voting Stock present or represented by valid proxy at the Annual Meeting was 11,366,486 shares. At the Annual Meeting, the Company’s stockholders (i) elected Dr. Francis Duhay and Dr. Sanjay Shrivastava as Class I directors, (ii) approved on a non-binding, advisory basis the compensation of the Company’s named executive officers, (iii) selected “1 year” as the preferred frequency for conducting future stockholder advisory votes on named executive officer compensation on a non-binding, advisory basis, and (iv) ratified the appointment of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024. The following is a tabulation of the voting on the proposals presented at the Annual Meeting:
Proposal No. 1 – Election of Class I Directors
Dr. Francis Duhay and Dr. Sanjay Shrivastava were elected as Class I directors to serve for a three-year term that expires at the 2027 annual meeting of stockholders or until their successors are elected and qualified or until their earlier death, incapacity, removal or resignation. The voting results were as follows:
| Nominee | Shares Voted For | Shares Withheld | Broker Non-Votes | |||
| Dr. Francis Duhay | 3,607,466 | 2,459,268 | 5,299,752 | |||
| Dr. Sanjay Shrivastava | 4,618,871 | 1,447,863 | 5,299,752 |
Proposal No. 2 – Approval, on a Non-Binding, Advisory Basis, of the Compensation of the Company’s Named Executive Officers
The stockholders approved the non-binding advisory resolution approving the compensation of the Company’s named executive officers. The voting results were as follows:
| Shares Voted For | Shares Voted Against | Shares Abstaining | Broker Non-Vote | |||
| 3,255,160 | 2,665,653 | 145,921 | 5,299,752 |
Proposal No. 3 – Approval, on a Non-Binding, Advisory Basis of the Frequency of Conducting Future Stockholder Advisory Votes on Named Executive Officer Compensation
The stockholders voted in favor of “1 Year” as the preferred frequency for holding future advisory votes to approve the compensation of the Company’s named executive officers. The voting results were as follows:
| Shares Voted For 1 Year | Shares Voted For 2 Year | Shares Voted For 3 Year | Shares Abstaining | |||
| 3,976,538 | 330,459 | 1,630,287 | 129,450 |
As a result of the foregoing, the Company will hold a non-binding, advisory vote on the compensation of the Company’s named executive officers on an annual basis.
Proposal No. 4 – Ratification of the Appointment of Independent Registered Public Accounting Firm
The appointment of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024 was ratified. The voting results were as follows:
| Shares Voted For | Shares Voted Against | Shares Abstaining | Broker Non-Vote | |||
| 11,071,482 | 233,605 | 61,399 | 0 |
SIGNATURE
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.
| ENVVENO MEDICAL CORPORATION | |
| Dated: December 23, 2024 | /s/ Robert A. Berman |
| Robert A. Berman | |
| Chief Executive Officer |