UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): December 20, 2010
Alliqua, Inc.
(Exact Name of Registrant as Specified in Charter)
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Florida
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000-29819
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58-2349413
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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850 Third Avenue
Suite 1801
New York, New York
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10022
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (646) 218-1450
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
At the Annual Meeting of Stockholders (the “Meeting”) of Alliqua, Inc., formerly HepaLife Technologies, Inc. (the “Company”), held on December 20, 2010, the stockholders voted on and approved an amendment to the Company’s Articles of Incorporation, as amended, to change the name of the Company to “Alliqua, Inc.” The amendment was effective on December 20, 2010.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The following three proposals were submitted to the stockholders at the Meeting:
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(1)
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Election of one Class I director to serve on the Board of Directors for a term of three years or until his successor is elected and qualified, for which the following was a nominee: Joseph Sierchio.
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(2)
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Approval of an amendment to the Company’s Articles of Incorporation, as amended, to change the name of the Company to “Alliqua, Inc.”
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(3)
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Ratification of the appointment of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2010.
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For more information about the foregoing proposals, see the Company’s Definitive Proxy Statement dated November 15, 2010. Holders of the Company’s common stock were entitled to one vote per share. The number of votes cast for and against and the number of abstentions and broker non-votes with respect to each matter voted upon are set forth below:
Proposal 1: Election of one Class I director to serve on the Board of Directors for a term of three years or until his successor is elected and qualified.
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Director
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For
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Withheld
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Broker
Non-Votes
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Joseph Sierchio
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106,110,651
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232,828
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18,436,789
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Proposal 2: Approval of an amendment to the Company’s Articles of Incorporation, as amended, to change the name of the Company to “Alliqua, Inc.”
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For
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123,436,185
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Against
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1,123,293
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Abstained
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220,790
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Proposal 3: Ratification of the appointment of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2010.
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For
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124,161,152
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Against
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436,987
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Abstained
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182,129
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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.
| ALLIQUA, INC. | |||
| Dated: December 23, 2010 |
By:
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/s/ Richard Rosenblum | |
| Name: Richard Rosenblum | |||
| Title: President | |||