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
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Date of report (Date of earliest event reported): July 26, 2012
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GENTA INCORPORATED
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(Exact Name of Registrant
as Specified in Its Charter)
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Delaware
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(State or Other Jurisdiction of Incorporation)
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0-19635
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33-0326866
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(Commission File Number)
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(IRS Employer Identification No.)
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200 Connell Drive
Berkeley Heights, NJ
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07922
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(Address of Principal Executive Offices)
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(Zip Code)
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(908) 286-9800
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(Registrant’s Telephone Number, Including Area Code)
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(Former Name or Former Address, if Changed Since Last Report)
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___________________
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 5.07 Submission of Matters to a Vote of Security Holders.
Genta Incorporated, (the Company), held its 2012 Annual Meeting of Stockholders on July 26, 2012. The stockholders voted on the following matters:
Proposal 1. Election of Board of Directors
Stockholders elected each of the Board’s five director nominees as set forth below:
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Director
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Votes For
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Withheld
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Broker Non-Votes
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Raymond P. Warrell, Jr. M.D.
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3,390,154,769
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81,920,406
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1,191,524,858
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Marvin E. Jaffe, M.D
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3,401,218,210
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70,856,965
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1,191,524,858
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Brian M. Leyland-Jones, Ph.D.
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3,393,405,614
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78,669,561
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1,191,524,858
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Richard J. Moran
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3,400,285,466
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71,789,709
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1,191,524,858
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Christopher P. Parios
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3,395,866,667
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76,208,508
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1,191,524,858
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Proposal 2. To approve a change in corporate domicile from Delaware to California.
Stockholders voted to approve a change in the corporate domicile for the Company from Delaware to California.
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For
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3,366,813,093
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Against
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101,209,494
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Abstain
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4,052,588
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Broker Non-Votes
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1,191,524,858
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Proposal 3. To ratify the appointment of EisnerAmper LLP as our independent registered public accounting firm for the year ended December 31, 2012
Stockholders voted to ratify the appointment of EisnerAmper LLP as our independent registered public accounting firm for the year ended December 31, 2012.
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For
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4,470,603,777
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Against
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106,998,428
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Abstain
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85,997,828
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Broker Non-Votes
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0
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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.
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GENTA INCORPORATED
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Date:
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July 26, 2012
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By:
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/s/ GARY SIEGEL
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Name:
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Gary Siegel
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Title:
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Vice President, Finance
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