UNITED STATES
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FORM
CURRENT REPORT
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 8, 2023, the 2023 Annual Meeting of Stockholders (the “2023 Annual Meeting”) of Cocrystal Pharma, Inc. (the “Company”) was held. At the 2023 Annual Meeting, the Company’s stockholders voted on (i) the election of six members of the Company’s Board of Directors for a one-year term expiring at the next annual meeting of stockholders (Proposal 1); (ii) ratification of the appointment of Weinberg & Company as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 (Proposal 2); (iii) approval of a non-binding advisory basis for compensation of the Company’s named executive officers (Proposal 3); and (iv) approval of an adjournment of the 2023 Annual Meeting to a later date or time, if necessary, to permit further solicitation and vote of proxies if there are not sufficient votes at the time of the Annual Meeting to approve any of the proposals presented for a vote at the 2023 Annual Meeting, all as described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 28, 2023.
Set forth below are the voting results on each matter submitted to the stockholders at the 2023 Annual Meeting.
Proposal 1. The Company’s stockholders voted to elect the following six individuals as directors to hold office until the next annual meeting of stockholders:
Nominee | Votes For | Votes Withheld | Broker Non-Votes | ||||
Dr. Roger Kornberg | 4,519,447 | 184,119 | 2,110,547 | ||||
Dr. Phillip Frost | 4,383,224 | 320,342 | 2,110,547 | ||||
Mr. Fred Hassan | 4,572,871 | 130,695 | 2,110,547 | ||||
Dr. Anthony Japour | 4,465,735 | 237,831 | 2,110,547 | ||||
Mr. Richard C. Pfenniger, Jr. | 3,847,371 | 856,195 | 2,110,547 | ||||
Mr. Steven Rubin | 4,073,857 | 629,709 | 2,110,547 |
Proposal 2. The Company’s stockholders voted to ratify the appointment of Weinberg & Company as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
Votes For | Votes Against | Abstentions | |||
6,594,971 | 186,279 | 32,863 |
Proposal 3. The Company’s stockholders voted to approve a non-binding advisory basis for compensation of the Company’s named executive officers.
Votes For | Votes Against | Abstentions | |||
3,668,840 | 976,339 | 58,387 |
As there were sufficient votes to approve proposals 1 through 3, proposal 4 was moot.
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.
Cocrystal Pharma, Inc. | ||
Date: June 12, 2023 | By: | /s/ James Martin |
Name: | James Martin | |
Title: | Co-Interim Chief Executive Officer and Chief Financial Officer |