Attached files

file filename
EX-10.4 - HARROW HEALTH, INC.ex10-4.htm
EX-10.3 - HARROW HEALTH, INC.ex10-3.htm
EX-10.2 - HARROW HEALTH, INC.ex10-2.htm
EX-10.1 - HARROW HEALTH, INC.ex10-1.htm

 

 

 

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 13, 2017

 

IMPRIMIS PHARMACEUTICALS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-35814   45-0567010

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

12264 El Camino Real, Suite 350    
San Diego, CA   92130
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (858) 704-4040

 

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:

 

[  ] 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.

 

On June 13, 2017, Imprimis Pharmaceuticals, Inc. held its 2017 Annual Meeting of Stockholders (the “Annual Meeting”) at the San Diego Marriott Del Mar Hotel, 11966 El Camino Real, San Diego, California 92130. The number of shares of common stock entitled to vote at the Annual Meeting was 19,965,415. The number of shares of common stock present or represented by valid proxy at the Annual Meeting was 15,025,849. All matters submitted to a binding vote of stockholders at the Annual Meeting were approved. The number of votes cast for and against, and the number of abstentions and broker non-votes with respect to the matters voted upon at the Annual Meeting, are set forth below:

 

Proposal 1: Election of Directors

 

Stockholders voted to elect to the Board of Directors the five (5) director nominees named in the accompanying proxy statement to serve until the 2018 annual meeting of stockholders and until their successors are duly elected and qualified. The results of the voting were:

 

Directors  For  Withheld  Broker Non-Vote
Stephen G. Austin   7,319,390    1,793,002    5,913,457 
Mark L. Baum   8,383,693    728,699    5,913,457 
Robert J. Kammer   7,362,623    1,749,769    5,913,457 
Richard L. Lindstrom   7,296,997    1,815,395    5,913,457 
Anthony J. Principi   8,086,228    1,026,164    5,913,457 

 

Proposal 2: Ratification of Auditors

 

Stockholders ratified the selection of KMJ Corbin and Company, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2017. The results of the voting were:

 

For  Against  Abstain  Broker Non-Vote
 14,736,566    167,394    121,889    -   

 

 

Proposal 3: Approval of 2017 Incentive Plan

 

Stockholders approved the 2017 Incentive Stock and Awards Plan (the “2017 Incentive Plan”). The forms of award agreements to be used in connection with the 2017 Incentive Plan are attached hereto as Exhibits 10.1 through 10.4 and are incorporated herein by reference. The results of the voting were:

 

For  Against  Abstain  Broker Non-Vote
 6,544,464    2,405,375    162,553    5,913,457 

 

 

 

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.   Description
10.1   Imprimis Pharmaceuticals Inc. 2017 Incentive Plan – Form of Incentive Stock Option Agreement
10.2   Imprimis Pharmaceuticals Inc. 2017 Incentive Plan – Form of Non-Statutory Stock Option Agreement
10.3   Imprimis Pharmaceuticals Inc. 2017 Incentive Plan – Form of Restricted Stock Award Agreement
10.4   Imprimis Pharmaceuticals Inc. 2017 Incentive Plan – Form of Restricted Stock Unit Agreement

 

 

 

 

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.

 

  IMPRIMIS PHARMACEUTICALS, INC.
                                 
Dated: June 16, 2017 By: /s/ Andrew R. Boll
  Name: Andrew R. Boll
  Title: Chief Financial Officer

 

 

 

 

Exhibit Index

 

Exhibit No.   Description
10.1   Imprimis Pharmaceuticals Inc. 2017 Incentive Plan – Form of Incentive Stock Option Agreement
10.2   Imprimis Pharmaceuticals Inc. 2017 Incentive Plan – Form of Non-Statutory Stock Option Agreement
10.3   Imprimis Pharmaceuticals Inc. 2017 Incentive Plan – Form of Restricted Stock Award Agreement
10.4   Imprimis Pharmaceuticals Inc. 2017 Incentive Plan – Form of Restricted Stock Unit Agreement