Report of Foreign Issuer (6-k)
March 25 2015 - 7:53AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of March, 2015
Commission File Number: 000-51310
XTL
Biopharmaceuticals Ltd.
(Translation of registrant’s name
into English)
85 Medinat Hayehudim St., Herzliya
Pituach, PO Box 4033,
Herzliya 4614001, Israel
(Address of principal executive
offices)
Indicate by check mark whether the registrant
files or will file annual reports under cover Form 20-F or Form 40-F.
Indicate by check mark if the registrant
is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____
Indicate by check mark if the registrant
is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____
Indicate by check mark whether by furnishing
the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to
Rule 12g3-2(b) under the Securities Exchange Act of 1934.
If “Yes” is marked, indicate
below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- N/A
Incorporation by Reference: This Form
6-K of XTL Biopharmaceuticals Ltd. dated March 25, 2015 is hereby incorporated by reference into the registration statements on
Form S-8 (File No. 333-148085, File No. 333-148754 and File No. 333-154795) filed by XTL Biopharmaceuticals Ltd. with the Securities
and Exchange Commission on December 14, 2007, January 18, 2008, and October 28, 2008, respectively.
Herzliya, Israel, March 25, 2015 - XTL
Biopharmaceuticals Ltd. (NASDAQ: XTLB, TASE:XTL) (the “Company”) hereby announces the results of the Extraordinary
General Meeting of shareholders of the Company, held today, Wednesday, March 25, 2015, in Ramat Gan, Israel (the “Meeting”).
At the Meeting, all the proposals set forth in Company’s announcement dated February 17, 2015, sent in connection with the
Meeting were approved by the required majority of shareholders. The resolutions were as follows:
| 1. | To elect Mr. Oded Nagar to hold office as an external director of the Company, commencing on the
date of the Meeting for a period of three (3) years, until March 24, 2018, and to grant him the monetary remuneration set forth
in the notice of the Extraordinary General Meeting of the Company, including the allotment of 150,000 non-tradable stock options,
without consideration, exercisable into 150,000 ordinary shares of the Company, NIS 0.1 par value each. |
| 2. | To elect Mrs. Osnat Hillel Fein to hold office as an external director of the Company, commencing
on the date of the Meeting for a period of three (3) years, until March 24, 2018, and to grant her the monetary remuneration set
forth in the notice of the Extraordinary General Meeting of the Company, including the allotment of 150,000 non-tradable stock
options, without consideration, exercisable into 150,000 ordinary shares of the Company, NIS 0.1 par value each. |
| 3. | To approve for Mr. Josh Levine, the Company’s CEO, as compensation for his consent to waive
a portion of his salary in order to assist the cash flow of the Company, a grant of a bonus equal to 0.5% of any funds raised by
the Company from any non-current shareholder of the Company, provided that such bonus shall not exceed US$ 36,000, and the grant
of 100,000 non-tradable stock options, exercisable into 100,000 ordinary shares of the Company, NIS 0.1 par value each. |
About XTL Biopharmaceuticals Ltd. (“XTL”)
XTL Biopharmaceuticals Ltd., a biopharmaceutical
company, focuses on the acquisition and development of pharmaceutical products for the treatment of unmet clinical needs. XTL is
focused on late stage clinical development of drugs for the treatment of multiple myeloma, schizophrenia and lupus.
XTL is a public company traded on the Nasdaq
Capital Market (NASDAQ: XTLB) and the Tel-Aviv Stock Exchange (TASE: XTL). XTL shares are included in the following indices: Tel-Aviv
Biomed, Tel-Aviv MidCap, and Tel-Aviv Bluetech-50.
Contact:
Investor Relations, XTL Biopharmaceuticals
Ltd.
Tel: +972 9 955 7080, Email: ir@xtlbio.com,
www.xtlbio.com
Cautionary Statement
Some of the statements included in this
Form 6-K may be forward-looking statements that involve a number of risks and uncertainties. For those statements, we claim the
protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
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XTL BIOPHARMACEUTICALS LTD. |
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Date: March 25, 2015 |
By: |
/s/ David Kestenbaum |
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David Kestenbaum
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Chief Financial Officer
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