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, 2014

 

 

IMMUNOCELLULAR THERAPEUTICS, LTD.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-35560   93-1301885

(State or other jurisdiction of

incorporation or organization)

  (Commission
File Number)
  (I.R.S. Employer
Identification No.)

23622 Calabasas Road, Suite 300

Calabasas, California 91302

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (818) 264-2300

 

 

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))

 

 

 


Item 5.07. Submission of Matters to a Vote of Security Holders.

The 2014 Annual Meeting of Stockholders (the “Annual Meeting”) of ImmunoCellular Therapeutics, Ltd. (the “Company”) was held on June 13, 2014. The following is a brief description of each matter voted upon at the Annual Meeting, as well as the number of votes cast for or against each matter and the number of abstentions and broker non-votes with respect to each matter. A more complete description of each matter is set forth in the Company’s definitive proxy statement for the Annual Meeting, which was filed with the Securities and Exchange Commission on April 30, 2014.

Proposal I – The Company’s stockholders voted in favor of the election of each of the six nominated individuals to serve as directors until the 2015 Annual Meeting of Stockholders or until his or her respective successor is duly elected and qualified. The tabulation of votes on this matter was as follows:

 

Nominee    Votes For      Votes Withheld      Broker Non-Votes  

Richard Chin, M.D.

     5,788,871         227,826         35,591,465   

Andrew Gengos

     5,822,137         194,560         35,591,465   

Helen S. Kim

     5,778,835         237,862         35,591,465   

Rahul Singhvi, Sc.D.

     5,752,548         264,149         35,591,465   

Gary S. Titus

     5,811,641         205,056         35,591,465   

John S. Yu, M.D.

     5,777,597         239,100         35,591,465   

Proposal II – The Company’s stockholders ratified the appointment of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2014. The tabulation of votes on this matter was as follows:

 

Votes For   Votes Against   Abstain   Broker Non-Votes

40,875,571

  456,906   275,865   0

Proposal III – The Company’s stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers as disclosed in the Proxy Statement. The tabulation of votes on this matter was as follows:

 

VoteFor   Votes Against   Abstain   Broker Non-Votes

4,911,714

  982,639   122,344   35,591,465


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.

 

Date: June 19, 2014   IMMUNOCELLULAR THERAPEUTICS, LTD.
  By:  

/s/ David Fractor

    David Fractor
    Principal Accounting Officer