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
 
Date of Report (Date of earliest event reported): June 18, 2015
 
PERNIX THERAPEUTICS HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
 
Maryland
 
001-14494
 
33-0724736
(State or other jurisdiction
 of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)

10 North Park Place, Suite 201
Morristown, NJ
 
 
07960
(Address of principal executive offices)
 
(Zip Code)
 
Registrant’s telephone number, including area code: (800) 793-2145
 
__________________________________________________________________
  (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 5.07        Submission of Matters to a Vote of Security Holders
 
The annual meeting of stockholders of Pernix Therapeutics Holdings, Inc. (the “Company”) was held on June 18, 2015.  At the annual meeting, our stockholders (i) elected each nominee to serve as a Company director until the next annual meeting of stockholders, (ii) approved an amendment to the Company’s Charter to increase the number of authorized shares of capital stock, (iii) approved the Company’s 2015 Omnibus Incentive Plan, (iv) approved, on an advisory basis, the Company’s executive compensation and (v) ratified the selection of Cherry Bekaert LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2015.
 
  The final voting tabulation for the election of directors was as follows:
 
 Nominee
 
Number of Votes For
 
Number of Votes Against
Douglas L. Drysdale
 
27,531,772
 
1,371,881
Steven A. Elms
 
24,183,759
 
4,719,894
Tasos G. Konidaris
 
26,863,398
 
2,040,255
John A. Sedor
 
25,051,343
 
3,852,310
 
The final voting tabulation for the Approval of an amendment to the Company’s Charter to increase the number of authorized shares of capital stock of the Company was as follows:

Proposal
 
Number of Votes For
 
Number of VotesAgainst
 
Abstentions
Approval of an Amendment to the Company’s Charter
 
26,325,203
 
2,506,304
 
72,145
 
The final voting tabulation for the Approval of the Company’s 2015 Omnibus Incentive Plan was as follows:

Proposal
 
Number of Votes For
 
Number of VotesAgainst
 
Abstentions
Approval of 2015 Omnibus Incentive Plan
 
21,415,574
 
7,465,409
 
22,669

 The final voting tabulation for the approval, on an advisory basis, of the Company’s executive compensation was as follows:

Proposal
 
Number of Votes For
 
Number of VotesAgainst
 
Abstentions
Approval, on an advisory basis, the Company’s executive compensation
 
21,212,319
 
7,586,800
 
104,533

The final voting tabulation for the ratification of the independent registered public accounting firm was as follows:

Proposal
 
Number of Votes For
 
Number of VotesAgainst
 
Abstentions      
Ratification of Cherry Bekaert LLP
 
28,437,190
 
466,392
 
71,000
 
 
2

 
 
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, thereunto duly authorized.
 
 
PERNIX THERAPEUTICS HOLDINGS, INC.
 
       
Dated:  June 22 2015
By:
 /s/ Sanjay Patel
 
   
Sanjay Patel
 
   
Chief Financial Officer
 
 
 
3