Siga Technologies Inc 8-K, filed Jun 15, 2023
Siga Technologies Inc (SIGA)
8-K
2023-06-15
For: 2023-06-13
View Original
Added on
April 10, 2026
About this 8-K
Siga Technologies Inc filed this 8-K on June 15, 2023, reporting on events of June 13, 2023.
Items reported
- Item 5.07: Shareholder vote results
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): June 13, 2023
(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)
|
(Zip code)
|
Registrant’s telephone number, including area code: (212 )
672-9100
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 the Exchange Act (17 CFR 240.13e-4(c))
|
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.
|
At the 2023 Annual Meeting of Stockholders (the “2023 Annual Meeting”) of SIGA Technologies, Inc. (the “Company”) held on June
13, 2023, stockholders representing 63,500,348 shares of common stock, or 89.1% of the shares of common stock outstanding as of the April 19, 2023 record date, attended or were represented by proxy. The items listed below were submitted to a vote
of the stockholders who attended or were represented by proxy, and were entitled to vote at, the 2023 Annual Meeting. Final voting results are shown below.
At the 2023 Annual Meeting, the stockholders of the Company (i) elected eight director nominees to hold office until the
earlier of the 2024 Annual Meeting of Stockholders of the Company and their successors are elected and qualified and until their earlier resignation or removal, (ii) ratified the appointment of PricewaterhouseCoopers LLP as the Company’s
independent registered public accounting firm for the fiscal year ending December 31, 2023, (iii) approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers, and (iv) approved, on a non-binding advisory
basis, three years as the frequency of future advisory votes on executive compensation. Set forth below are the final voting results for the four proposals submitted to a vote of the stockholders.
(1) Election of the following individuals to hold office as directors of the Company for terms of one year.
|
Number of Shares Voted
|
||
|
Name
|
For
|
Withheld
|
|
Jaymie A. Durnan
|
45,619,310
|
5,745,759
|
|
Harold E. Ford, Jr
|
45,247,500
|
6,117,569
|
|
Evan A. Knisely
|
49,033,702
|
2,331,367
|
|
Joseph W. Marshall, III
|
40,202,307
|
11,162,762
|
|
Gary J. Nabel, M.D., Ph.D.
|
48,791,318
|
2,573,751
|
|
Julian Nemirovsky
|
46,819,041
|
4,546,028
|
|
Holly L. Phillips, M.D.
|
48,316,963
|
3,048,106
|
|
Jay K. Varma
|
50,608,977
|
756,092
|
With respect to each director nominee there were 12,135,279 broker “non-votes.”
(2) Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm of the Company for the fiscal
year ending December 31, 2023.
|
Number of Shares Voted
|
||
|
For
|
Against
|
Abstain
|
|
60,658,468
|
2,773,787
|
68,093
|
(3) Approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers.
|
Number of Shares Voted
|
|||
|
For
|
Against
|
Abstain
|
Broker Non-Votes
|
|
46,319,432
|
4,966,387
|
79,250
|
12,135,279
|
(4) Approval, on a non-binding advisory basis, of the frequency of future advisory votes on executive compensation.
|
Number of Shares Voted
|
||||
|
One Year
|
Two Years
|
Three Years
|
Abstain
|
Broker Non-Votes
|
|
23,479,094
|
32,437
|
27,550,742
|
302,796
|
12,135,279
|
Based on the voting results set forth above with respect to Proposal 4 and consistent with the prior recommendation of the Board of Directors of the
Company (the “Board”), the Board has determined that advisory votes on executive compensation will be submitted to stockholders once every three years until the next required vote on the frequency of such votes.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to
be signed on its behalf by the undersigned hereunto duly authorized.
|
SIGA TECHNOLOGIES, INC.
|
|||
|
By:
|
/s/ Daniel J. Luckshire
|
||
|
Name:
|
Daniel J. Luckshire
|
||
|
Title:
|
Chief Financial Officer
|
||
|
Date: June 15, 2023
|
|||