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): October 7, 2020
Apollo Endosurgery, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-35706 | 16-1630142 | ||||||||||||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
1120 S. Capital of Texas Highway Building 1, Suite #300 Austin, Texas 78746 (Address of principal executive offices) (Zip Code) | ||||||||||||||
(512) 279-5100
(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 obligations 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)) | |||||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
| Common stock, $0.001 par value per share | APEN | The Nasdaq Global Market | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company 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
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 October 7, 2020, Apollo Endosurgery, Inc., or the Company, held a Special Meeting of Stockholders, or the Special Meeting. As of August 18, 2020, the record date for the Special Meeting, there were a total of 23,676,387 shares of common stock outstanding and entitled to vote. At the Special Meeting, 12,488,112 shares of the Company's common stock, or approximately 52.8% of the voting power of shares outstanding as of the record date, were represented in person or by proxy, constituting a quorum. The following proposal was adopted at the Special Meeting by the margin indicated. Proxies for the Special Meeting were solicited pursuant to Section 14(a) of the Securities Exchange Act of 1934, as amended, and there was no solicitation in opposition of management’s solicitation.
Proposal 1. The approval of, for purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of shares of common stock upon the exercise of certain warrants:
| Votes for | 12,385,279 | |||||||
| Votes Against | 102,455 | |||||||
| Abstentions | 378 | |||||||
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 hereunto duly authorized.
| APOLLO ENDOSURGERY, INC. | |||||||||||||||||
| Dated: | October 9, 2020 | ||||||||||||||||
| By: | /s/ Todd Newton | ||||||||||||||||
| Name: | Todd Newton | ||||||||||||||||
| Title: | Chief Executive Officer | ||||||||||||||||