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 12,
2017
MABVAX THERAPEUTICS HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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000-31265
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93-0987903
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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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11535 Sorrento Valley Rd., Suite 400
San Diego, CA 92121
(Address of principal executive offices and zip code)
Registrant’s telephone number, including area code: (858)
259-9405
N/A
(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:
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☐
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth
company as defined in as defined in Rule 405 of the Securities Act
of 1933 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this
chapter).
Emerging growth company [X]
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. [
]
Item 5.07. Submission of Matters to a Vote of Security
Holders.
The
following proposals were voted on by our stockholders at the 2017
Annual Meeting of Stockholders (“Annual Meeting”),
which was held on June 12, 2017, at 10:00 a.m. local time. At the
Annual Meeting, a total of 3,783,824 shares, or 58.81%, of the
Company’s common stock issued and outstanding as of the
record date for the Annual Meeting, including Series D Convertible
Preferred Stock, Series E Convertible Preferred Stock, and Series F
Convertible Preferred Stock voting on an as-converted basis,
subject to certain voting limitations set forth in the respective
governing Certificates of Designation, were represented in person
or by proxy. Set forth below is a brief description of each matter
voted upon at the Annual Meeting and the voting results with
respect to each matter.
1) To
elect two Class II directors to serve until the 2020 Annual Meeting
of Stockholders;
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Nominee
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Votes For
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Votes Against
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Abstain
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Broker Non-Votes
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Jeffrey
F. Eisenberg
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1,674,516
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0
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247,645
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1,861,663
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Jeffrey
V. Ravetch
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1,674,795
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0
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247,366
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1,861,663
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The
nominees were elected.
2) To
grant the Board of Directors the authority, in its sole direction,
to amend the Company’s Third Amended and Restated 2014
Employee, Director and Consultant Equity Incentive Plan to increase
the number of shares available for issuance thereunder to 4,128,406
from 2,159,352;
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Votes For
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Votes Against
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Abstain
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Broker Non-Votes
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1,641,895
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277,205
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3,061
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1,861,663
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The
proposal was approved.
3) To
ratify the appointment of CohnReznick LLP as our independent
registered public accounting firm for our fiscal year ending
December 31, 2017;
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Votes For
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Votes Against
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Abstain
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3,491,223
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254,663
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37,938
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The
proposal was approved.
4) To
authorize the adjournment of the Annual Meeting if necessary or
appropriate, including soliciting additional proxies in the event
that there are not sufficient votes at the time of the Annual
Meeting or adjournment or postponement thereof to approve any of
the foregoing proposals.
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Votes For
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Votes Against
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Abstain
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3,258,950
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518,715
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6,159
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The
proposal was approved.
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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MABVAX THERAPEUTICS HOLDINGS, INC.
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Dated:
June 15, 2017
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/s/ J.
David Hansen
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J.
David Hansen
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President and Chief Executive Officer
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