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
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Date of Report (Date of Earliest Event Reported): December 10, 2019
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| Isoray, Inc. | ||
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Delaware |
001-33407 |
41-1458152 |
350 Hills Street, Suite 106, Richland, Washington 99354
(Address of principal executive offices) (Zip Code)
(509) 375-1202
(Registrant’s telephone number, including area code)
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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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
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Common Stock, $0.001 par value |
ISR |
NYSE American |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
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.
On December 10, 2019, Isoray, Inc. (“Isoray” or the “Company”) held its Fiscal 2020 Annual Meeting of Stockholders (“Annual Meeting”), where four proposals were voted on. The proposals are described in detail in Isoray’s definitive proxy statement filed with the Securities and Exchange Commission on October 25, 2019. Of the 67,447,112 common and preferred shares outstanding and entitled to vote at the Annual Meeting, 53,825,052 common and preferred shares (or 79.80%), constituting a quorum, were represented in person or by proxy at the Annual Meeting.
The final voting results on each proposal are set forth below.
Proposal 1. The stockholders elected four directors to the board of directors to serve until the fiscal 2021 annual meeting of stockholders. The votes for this proposal were:
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For |
Withheld |
Broker Non-Votes |
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Lori A. Woods |
14,860,112 |
4,867,066 | 34,097,874 | |||
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Philip J. Vitale, M.D |
13,719,114 |
6,008,064 |
34,097,874 | |||
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Michael W. McCormick |
13,162,628 |
6,564,550 |
34,097,874 | |||
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Alan Hoffmann |
13,503,723 |
6,223,455 |
34,097,874 |
Proposal 2. The stockholders ratified the appointment of DeCoria, Maichel & Teague, P.S. as IsoRay’s independent registered public accounting firm for the fiscal year ending June 30, 2020. The votes on this proposal were:
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For |
Against |
Abstain |
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45,040,784 |
3,738,995 |
5,045,273 |
Proposal 3. The stockholders approved, on an advisory basis, the compensation of Isoray’s named executive officers. The votes on this proposal were:
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For |
Against |
Abstain |
Broker Non-Votes |
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10,152,456 |
9,374,808 |
199,914 |
34,097,874 |
Proposal 4. The stockholders approved the Company's 2020 Equity Incentive Plan. The votes on this proposal were:
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For |
Against |
Abstain |
Broker Non-Votes |
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10,621,678 |
8,822,740 |
282,760 |
34,097,874 |
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.
Dated: December 13, 2019
Isoray, Inc., a Delaware corporation
By: /s/ Lori A. Woods
Lori A. Woods, CEO