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): May 15, 2014
SIGA TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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0-23047
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13-3864870
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(State or other jurisdiction of
incorporation or organization)
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(Commission file number)
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(I.R.S. employer
identification no.)
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660 Madison Avenue, Suite 1700
New York, New York
(Address of principal executive offices)
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10065
(Zip code)
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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):
| r | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| r | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| r | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| r | 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.
The Company held its Annual Meeting of Stockholders on May 15, 2014 (the "2014 Annual Meeting") in New York, New York. Stockholders representing 46,719,474 shares of common stock, or 87.6% of the shares of common stock outstanding as of the March 31, 2014 record date were present in person or were represented at the meeting by proxy. The items listed below were submitted to a vote of the stockholders present, in person or by proxy, and entitled to vote at the 2014 Annual Meeting. Final voting results are shown below.
| (1) | Election of the following individuals to hold office as directors of the Company for terms of one year. |
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Number of Shares Voted
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Name
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For
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Withheld
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Eric A. Rose, M.D.
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25,055,760
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2,936,088
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James J. Antal
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25,049,087
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2,942,761
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Michael J. Bayer
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25,144,507
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2,847,341
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Thomas E. Constance
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24,862,853
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3,128,995
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Jeffrey B. Kindler
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25,176,377
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2,815,471
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Joseph W. Marshall, III
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25,201,839
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2,790,009
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Paul G. Savas
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20,705,008
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7,826,840
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Bruce Slovin
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25,190,604
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2,801,244
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Andrew Stern
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25,319,544
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2,672,304
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With respect to each director nominee, there were 18,727,626 Broker Non Votes.
| (2) | Advisory vote on the compensation of the Company's named executive officers, as described in the "Compensation Discussion and Analysis" section, the tabular disclosure regarding such compensation, and the accompanying narrative disclosure, set forth in the Company's 2014 Proxy Statement ("Say on Pay"). Our stockholders approved the Say on Pay proposal. |
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Number of Shares Voted
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For
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Against
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Abstain
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20,227,702
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7,580,841
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183,305
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With respect to this proposal, there were 18,727,626 Broker Non Votes.
| (3) | Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2014. Our stockholders ratified the appointment of PricewaterhouseCoopers LLP. |
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Number of Shares Voted
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For
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Against
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Abstain
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45,688,940
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762,030
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268,504
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SIGNATURE
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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SIGA TECHNOLOGIES, INC.
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By:
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/s/ Daniel J. Luckshire
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Name:
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Daniel J. Luckshire
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Title:
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Chief Financial Officer
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Date: May 20, 2014