TRAW 8-K
Traws Pharma, Inc. (TRAW)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On February 17, 2025, Traws Pharma, Inc. (the “Company”) held a Special Meeting of Stockholders (the “Special Meeting”) in a virtual format. At the close of business on January 31, 2025, the record date for the Special Meeting, there were 3,650,731 shares of Company common stock issued and outstanding, which constituted all of the issued and outstanding shares of capital stock of the Company entitled to vote at the Special Meeting. At the Special Meeting, 2,396,188 of the Company’s 3,650,731 outstanding shares of common stock entitled to vote as of the record date, or approximately 65.6%, were represented by proxy or in person (virtually), and, therefore, a quorum was present.
The proposals voted on at the Special Meeting are more fully described in the Definitive Proxy Statement on Schedule 14A filed by the Company with the Securities and Exchange Commission on February 6, 2025, which information is incorporated herein by reference.
The final voting results on the proposals presented for stockholder approval at the Special Meeting were as follows:
Proposal 1: The Company’s stockholders approved, in accordance with Nasdaq Listing Rule 5635(d), the issuance of more than 19.99% of the outstanding shares of the Company’s common stock upon exercise of the Pre-Funded Warrants and Series A Warrants issued in a private placement on December 31, 2024. The final voting results as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 2,369,987 | 24,205 | 1,996 | 0 |
Proposal 2: The Company’s stockholders approved, in accordance with Nasdaq Listing Rule 5635(c), the issuance of shares of the Company’s common stock upon exercise of the Pre-Funded Warrants and Series A Warrants issued to certain insiders in a private placement on December 31, 2024. The final voting results as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 2,370,124 | 24,039 | 2,025 | 0 |
Proposal 3: The Company’s stockholders approved the adjournment of the Special Meeting to another place, or a later date or dates, if necessary or appropriate, to solicit additional proxies in the event we have not received sufficient votes in favor of either of the foregoing proposals.
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 2,366,133 | 28,383 | 1,672 | 0 |
Although Proposal 3 was approved by the Company’s stockholders, the Board of Directors did not elect to adjourn the meeting, as Proposals 1 and 2 were both approved.
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.
| Date: February 18, 2025 | TRAWS PHARMA, INC. | |
| By: | /s/ Werner Cautreels | |
| Werner Cautreels | ||
| Chief Executive Officer | ||