Current Report Filing (8-k)
December 20 2017 - 4:19PM
Edgar (US Regulatory)
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): December 20, 2017
RITTER
PHARMACEUTICALS, INC.
(Exact
name of registrant as specified in its charter)
Delaware
|
|
001-37428
|
|
26-3474527
|
(State
or other jurisdiction
|
|
(Commission
|
|
(I.R.S.
Employer
|
of
incorporation)
|
|
File
Number)
|
|
Identification
No.)
|
1880
Century Park East, Suite 1000
|
|
|
Los
Angeles, California
|
|
90067
|
(Address
of principal executive offices)
|
|
(Zip
Code)
|
Registrant’s
telephone number, including area code:
(310) 203-1000
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 (
see
General Instruction A.2. below):
|
[ ]
|
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))
|
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
December 20, 2017, Ritter Pharmaceuticals, Inc. (the “Company”) held a special meeting of stockholders (the “Special
Meeting”). Set forth below are the final voting results for the two proposals submitted to a vote of the Company’s
stockholders at the Special Meeting.
Proposal
1— Amendment to the Amended and Restated Certificate of Incorporation to Implement a Reverse Stock Split of the Company’s
Outstanding Common Stock
The
stockholders of the Company approved an amendment to the Company’s Amended and Restated Certificate of Incorporation, as
amended, to effect a reverse stock split of the outstanding shares of the Company’s common stock, at a ratio within a range
of 1-for-8 to 1-for-15, as determined by our board of directors (the “Reverse Stock Split Proposal”), by the following
vote.
For:
|
|
|
31,149,562
|
|
Against:
|
|
|
4,606,283
|
|
Abstained:
|
|
|
323,101
|
|
Broker
Non-Votes:
|
|
|
—
|
|
Proposal
2— Grant of Discretionary Authority to Adjourn the Special Meeting if Necessary to Solicit Additional Proxies
The
stockholders of the Company approved a proposal to adjourn the Special Meeting, if necessary, to solicit additional proxies in
the event that there were not sufficient votes at the time of the Special Meeting to approve the Reverse Stock Split Proposal
by the following vote:
For:
|
|
|
31,734,996
|
|
Against:
|
|
|
4,065,214
|
|
Abstained:
|
|
|
278,736
|
|
Broker
Non-Votes:
|
|
|
—
|
|
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.
|
RITTER
PHARMACEUTICALS, INC.
|
|
|
|
|
By:
|
/s/
Michael D. Step
|
|
Name:
|
Michael D. Step
|
|
Title:
|
Chief Executive
Officer
|
|
|
|
Date:
December 20, 2017
|
|
|
Ritter Pharmaceuticals (NASDAQ:RTTR)
Historical Stock Chart
From Apr 2024 to May 2024
Ritter Pharmaceuticals (NASDAQ:RTTR)
Historical Stock Chart
From May 2023 to May 2024
Real-Time news about Ritter Pharmaceuticals Inc (NASDAQ): 0 recent articles
More Ritter Pharmaceuticals Inc News Articles