8-K
Q/C TECHNOLOGIES, INC. (QCLS)
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
Date of Report (Date of earliest event reported): December 14, 2022
MyMDPharmaceuticals, Inc.
(Exact name of Registrant as specified in its charter)
| New Jersey | 001-36268 | 22-2983783 |
|---|---|---|
| (State<br> or other jurisdiction<br><br> <br>of<br> incorporation) | (Commission<br><br> <br>File<br> No.) | (IRS<br> Employer<br><br> <br>Identification<br> No.) |
MyMDPharmaceuticals, Inc.
855N. Wolfe Street, Suite 623
Baltimore,MD 21205
(Address of principal executive offices and zip code)
Registrant’s telephone number, including area code: (856) 848-8698
(Former name or former address, if 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:
| ☐ | Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities Registered pursuant to Section 12(b) of the Act:
| Title<br> of each class | Trading<br> Symbol(s) | Name<br> of each exchange on which registered |
|---|---|---|
| Common stock, no par value<br> per share | MYMD | The Nasdaq Capital Market |
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. ☐
Item5.07 Submission of Matters to a Vote of Security Holders.
On December 14, 2022, MyMD Pharmaceuticals, Inc. (the “Company”) held its 2022 annual meeting of stockholders (the “Annual Meeting”). At the Company’s Annual Meeting, holders of the Company’s voting securities with a total aggregate voting power of 30,840,727 votes were present in person or represented by proxy. The matters submitted for a vote and the related results are set forth below.
| (1) | Election<br> of six (6) directors to hold office for a one year term and until their successors are elected and qualified or until their earlier<br> incapacity, removal or resignation: | ||
|---|---|---|---|
| Nominee | Votes For | Votes Withheld | Broker Non-Votes |
| --- | --- | --- | --- |
| Chris Chapman | 19,923,914 | 287,893 | 10,628,920 |
| Craig Eagle | 20,115,061 | 96,746 | 10,628,920 |
| Christopher C. Schreiber | 20,066,262 | 145,545 | 10,628,920 |
| Joshua Silverman | 18,720,289 | 1,491,518 | 10,628,920 |
| Jude Uzonwanne | 17,816,077 | 2,395,730 | 10,628,920 |
| Bill J. White | 20,157,803 | 54,004 | 10,628,920 |
The terms of the Company’s directors were scheduled to expire at the Annual Meeting, and the Board nominated all six directors for re-election at the Annual Meeting. At the Annual Meeting, Dr. Chris Chapman, Dr. Craig Eagle, Mr. Christopher C. Schreiber, Mr. Joshua Silverman, Mr. Jude Uzonwanne, and Mr. Bill J. White were elected as directors of the Board to serve for a term expiring at the Company’s 2023 annual meeting of stockholders.
| (2) | Ratification<br> of the appointment of Morison Cogen LLP as the Company’s independent registered public accounting firm for the fiscal year<br> ending December 31, 2022: | |
|---|---|---|
| Votes For | Votes Against | Votes Abstaining |
| --- | --- | --- |
| 30,778,525 | 40,617 | 21,585 |
For more information about the foregoing proposals, see the Company’s definitive proxy statement for the Annual Meeting, filed with the Securities and Exchange Commission on October 26, 2022, the relevant portions of which are incorporated herein by reference.
The results reported above are final voting results. No other matters were considered or voted upon at the Annual Meeting.
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.
| MYMD PHARMACEUTICALS, INC. | ||
|---|---|---|
| Date: December 14, 2022 | By: | /s/ Chris Chapman |
| Chris Chapman, M.D. | ||
| President |