Provectus Biopharmaceuticals, Inc 8-K, filed Jun 21, 2024
Provectus Biopharmaceuticals, Inc. (PVCT)
About this 8-K
Provectus Biopharmaceuticals, Inc filed this 8-K on June 21, 2024, reporting on events of June 20, 2024.
Items reported
- Item 5.07: Shareholder vote results
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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CURRENT REPORT
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Item 5.07. Submission of Matters to a Vote of Security Holders.
Provectus Biopharmaceuticals, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”) on June 20, 2024.
At the Annual Meeting, the Company’s stockholders voted on six proposals. A brief description and tabulation of votes for each proposal are set forth below.
Proposal 1. The Company’s stockholders elected the following directors for a term of one-year, consistent with the recommendation of the Company’s board of directors (the “Board”). There were 115,046,892 broker non-votes with respect to the proposal.
| Name of Candidate | Number of Votes | |||||||
| For | Withhold Authority | |||||||
| Webster Bailey | 205,949,353 | 6,507,886 | ||||||
| John Lacey, III, M.D. | 205,184,898 | 7,272,341 | ||||||
| Ed Pershing, CPA | 206,582,548 | 5,874,691 | ||||||
| Dominic Rodrigues | 204,470,934 | 7,986,305 | ||||||
Proposal 2. The Company’s stockholders approved the advisory vote on the compensation of the Company’s named executive officers, consistent with the Board’s recommendation. There were 115,046,8892 broker non-votes with respect to the proposal.
| Number of Votes | ||||
| For | 202,805,082 | |||
| Against | 7,101,163 | |||
| Abstention | 2,550,994 | |||
Proposal 3. The Company’s stockholders ratified the selection of Marcum LLP as the Company’s independent registered public accounting firm for 2024, consistent with the Board’s recommendation. There were no broker non-votes with respect to the proposal.
| Number of Votes | ||||
| For | 325,749,039 | |||
| Against | 1,056,266 | |||
| Abstention | 698,826 | |||
Proposal 4. The Company’s stockholders authorized the Board to amend the Company’s Certificate of Incorporation, as amended by the Certificate of Designation of Series D Convertible Preferred Stock and Certificate of Designation of Series D-1 Convertible Preferred Stock (the “Certificates of Designation”), to effect a reverse stock split of the Company’s common stock, Series D Convertible Preferred Stock, and Series D-1 Convertible Preferred Stock at a ratio of between 1-for-10 and 1-for-50, where the ratio would be determined by the Board at its discretion, and to make corresponding amendments to the Certificates of Designation to provide for the proportional adjustment of certain terms upon a reverse stock split, consistent with the Board’s recommendation. There were no broker non-votes with respect to the proposal.
| Number of Votes | ||||
| For | 302,863,077 | |||
| Against | 21,501,015 | |||
| Abstention | 3,140,039 | |||
Proposal 5. The Company’s stockholders authorized the Board, given the Company’s stockholders’ approval of Proposal 5, to amend the Company’s Certificate of Incorporation, as amended by the Certificates of Designation, to decrease the number of authorized shares of the Company’s common stock and preferred stock by the same reverse stock split ratio determined by the Board, consistent with the Board’s recommendation. There were no broker non-votes with respect to the proposal.
| Number of Votes | ||||
| For | 303,149,090 | |||
| Against | 21,258,881 | |||
| Abstention | 3,096,160 | |||
Proposal 6. The Company’s stockholders approved the Provectus Biopharmaceuticals, Inc. 2024 Equity Compensation Plan, consistent with the Board’s recommendation. There were 115,046,892 broker non-votes with respect to the proposal.
| Number of Votes | ||||
| For | 198,310,249 | |||
| Against | 12,617,625 | |||
| Abstention | 1,529,365 | |||
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.
Date: June 21, 2024
| PROVECTUS BIOPHARMACEUTICALS, INC. | ||
| By: | /s/ Dominic Rodrigues | |
| Dominic Rodrigues | ||
| President (Principal Executive Officer) | ||