UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 14A

PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE

SECURITIES EXCHANGE ACT OF 1934

Filed by the Registrant[X]

Filed by a Party other than the Registrant [  ]

Check the appropriate box:

AKERS BIOSCIENCES, INC.
(Name of Registrant as Specified in Its Charter)

N/A

(Names of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (check the appropriate box):

201 Grove Road

Thorofare, New Jersey 08086

(856) 848-8698

_________, 2020

To the Stockholders of Akers Biosciences, Inc.:

You are cordially invited to attend the 20192020 Annual Meeting of Stockholders (the “Annual Meeting”) of Akers Biosciences, Inc. (the “Company”), to be heldconducted in a virtual format only via live audio webcast at 11:30 a.m., Eastern Time, on Monday, December 16, 2019,Thursday, August 27, 2020, at www.virtualshareholdermeeting.com/AKER2020.

In light of public health concerns regarding the coronavirus (“COVID-19”) outbreak, this year’s Annual Meeting will be conducted in a virtual format only in order to assist in protecting the health and well-being of our stockholders and employees and to provide access to our stockholders regardless of geographic location. Stockholders will not be able to attend the Annual Meeting in person; however, stockholders of record will be able to participate, vote electronically and submit questions during the live website of the Annual Meeting by visiting www.virtualshareholdermeeting.com/AKER2020 and entering the 16-digit control number found on the enclosed voting form. If you encounter any difficulties accessing the virtual Annual Meeting, please call the technical support number available on the virtual meeting page on the morning of the Annual Meeting.

Your vote is very important, regardless of the number of shares of our voting securities that you own. Whether or not you expect to be present at the officesAnnual Meeting, after receiving the proxy materials, please vote as promptly as possible to ensure your representation and the presence of Ellenoff Grossman & Schole LLPa quorum at 1345 6th Ave.the Annual Meeting. As an alternative to voting during the Annual Meeting, you may vote via the Internet, by telephone, or by signing, dating and returning the proxy card that is mailed. If your shares are held in the name of a broker, trust, bank or other nominee, and you receive these materials through your broker or through another intermediary, please complete and return the materials in accordance with the instructions provided to you by such broker or other intermediary or contact your broker directly in order to obtain a proxy issued to you by your nominee holder to attend the meeting and vote in person. Failure to do so may result in your shares not being eligible to be voted by proxy at the Annual Meeting.

On behalf of the Board of Directors, I urge you to submit your vote as soon as possible, even if you currently plan to attend the meeting in person.

Thank you for your support of our company. I look forward to seeing you at the virtual Annual Meeting.

AKERS BIOSCIENCES, INC.

201 Grove Road

Thorofare, New York, NY 10105Jersey 08086

(856) 848-8698

NOTICE OF 2020 ANNUAL MEETING OF STOCKHOLDERS

TO BE HELD ON August 27, 2020

The 2020 Annual Meeting of Stockholders (the “Annual Meeting”) of Akers Biosciences Inc., a New Jersey corporation (the “Company”), will be held at 11 AM (EST), to11:30 a.m. Eastern Time, on Thursday, August 27, 2020, in a virtual format only via live audio website at www.virtualshareholdermeeting.com/AKER2020. We will consider and vote uponact on the following proposals:items of business at the Annual Meeting:

Stockholders are referred to the Proxy Statement for more detailed information with respect to the matters to be considered at the Annual Meeting. After careful consideration, the Board of Directors recommends a vote “FOR” THE ELECTION OF EACH OF THE NOMINEES FOR DIRECTOR ANDProposals 1-6 and “FOR” THE RATIFICATION OF APPOINTMENT OF THE COMPANY’S AUDITOR.for the option of “every three years” for Proposal 7.

In light of public health concerns regarding the coronavirus (“COVID-19”) outbreak, this year’s Annual Meeting will be conducted in a virtual format only in order to assist in protecting the health and well-being of our stockholders and employees and to provide access to our stockholders regardless of geographic location. Stockholders will not be able to attend the Annual Meeting in person; however, stockholders of record will be able to participate, vote electronically and submit questions during the live website of the Annual Meeting by visiting www.virtualshareholdermeeting.com/AKER2020 and entering the 16-digit control number found on the enclosed voting form. If you encounter any difficulties accessing the virtual Annual Meeting, please call the technical support number available on the virtual meeting page on the morning of the Annual Meeting.

The Board of Directors has fixed the close of business on November 1, 2019July 10, 2020, as the record date (the “Record Date”) for the determinationAnnual Meeting. Only holders of record of shares of our common stock and Series D Preferred Stock on the Record Date are entitled to receive notice of the Annual Meeting and to vote at the Annual Meeting or at any postponement(s) or adjournment(s) of the Annual Meeting. A complete list of registered stockholders entitled to vote at the Annual Meeting will be available for examination during normal business hours for ten (10) calendar days before the Annual Meeting at our address above. To the extent office access is impracticable due to the recent COVID-19 pandemic, you may email Karen Smith of Advantage Proxy, Inc., our proxy solicitor, at ksmith@advantageproxy.com for alternative arrangements to examine the stockholder list. The email should state the purpose of the request and provide proof of ownership of our voting securities as of the Record Date. The stockholder list will also be available online during the Annual Meeting.

YOUR VOTE AND PARTICIPATION IN THE COMPANY’S AFFAIRS ARE IMPORTANT.

If your shares are registered in your name, even if you plan to attend the Annual Meeting or any postponement or adjournment of the Annual Meeting in person, we request that you complete, date, sign and mail the enclosed form of proxy in accordance with the instructions set out in the form of proxy and in the Proxy Statement to ensure that your shares will be represented at the Annual Meeting.

If your shares are held in the name of a broker, trust, bank or other nominee, and you receive these materials through your broker or through another intermediary, please complete and return the materials in accordance with the instructions provided to you by such broker or other intermediary or contact your broker directly in order to obtain a proxy issued to you by your nominee holder to attend the Annual Meeting and vote in person. Failure to do so may result in your shares not being eligible to be voted by proxy at the Annual Meeting.

TABLE OF CONTENTS

AKERS BIOSCIENCES, INC.

201 Grove Road

Thorofare, New Jersey 08086

(856) 848-8698

PROXY STATEMENT

FOR

2020 ANNUAL MEETING OF STOCKHOLDERS

To be Held on August 27, 2020

Unless the context otherwise requires, references in this Proxy Statement to “we,” “us,” “our,” “the Company,” or “Akers” refer to Akers Biosciences, Inc., a New Jersey corporation, and its consolidated subsidiaries as a whole. In addition, unless the context otherwise requires, references to “stockholders” are to the holders of our voting securities, which consist of our common stock, no par value, and our Series D Convertible Preferred Stock (the “Series D Preferred Stock”) entitled to vote at the 2020 annual meeting of stockholders of the Company (the “Annual Meeting”).

The accompanying proxy is solicited by the Board of Directors (the “Board”) on behalf of Akers Biosciences, Inc. to be voted at the Annual Meeting to be held on August 27, 2020, at the time and platform and for the purposes set forth in the accompanying Notice of Annual Meeting of Stockholders (the “Notice”) and at any adjournment(s) or postponement(s) of the Annual Meeting. In light of public health concerns regarding the coronavirus (“COVID-19”) outbreak, this year’s Annual Meeting will be conducted in a virtual format only in order to assist in protecting the health and well-being of our stockholders and employees and to provide access to our stockholders regardless of geographic location. Stockholders will not be able to attend the Annual Meeting in person; however, stockholders of record will be able to participate, vote electronically and submit questions during the live website of the Annual Meeting. This Proxy Statement and accompanying form of proxy are dated ___________, 2020 and are expected to be first sent or given to stockholders on or about July 23, 2020.

The executive offices of the Company are located at, and the mailing address of the Company is 201 Grove Road, Thorofare, New Jersey 08086.

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS

FOR THE STOCKHOLDER MEETING TO BE HELD ON AUGUST 27, 2020:

Our official Notice of Annual Meeting of Stockholders, Proxy Statement, Proxy Card and 2019 Annual Report to Stockholders are available at www.virtualshareholdermeeting.com/AKER2020.

On or about ___________, 2020, we began mailing printed copies of the proxy materials to stockholders.

ABOUT THE ANNUAL MEETING

What is a proxy?

A proxy is another person that you legally designate to vote your stock. If you designate someone as your proxy in a written document, that document is also called a “proxy” or a “proxy card.” If you are a “street name” holder, you must obtain a proxy from your broker or nominee in order to vote your shares in person at the Annual Meeting.

What is a proxy statement?

A proxy statement is a document that regulations of the SEC require that we give to you when we ask you to sign a proxy card to vote your stock at the Annual Meeting.

What is “householding” and how does it affect me?

With respect to eligible stockholders who share a single address, we may send only one Proxy Statement to that address unless we receive instructions to the contrary from any stockholder at that address. This practice, known as “householding,” is designed to reduce our printing and postage costs. However, if a stockholder of record residing at such address wishes to receive a separate notice or proxy statement in the future, he or she may contact Akers Biosciences, Inc., by sending an email to info@akersbio.com, Attn: Secretary, or call (856) 848-8698 and ask for the Secretary. Eligible stockholders of record receiving multiple copies of our Notice or Proxy Statement can request householding by contacting us in the same manner. Stockholders who own shares through a bank, broker or other intermediary can request householding by contacting the intermediary.

We hereby undertake to deliver promptly, upon written or oral request, a copy of the Notice or Proxy Statement to a stockholder at a shared address to which a single copy of the document was delivered. Requests should be directed to the address or phone number set forth above.

What is the purpose of the Annual Meeting?

At our Annual Meeting, stockholders will act upon the matters outlined in the Notice, which include the following:

What should I do if I receive more than one set of voting materials?

You may receive more than one set of voting materials, including multiple copies of the Notice or this Proxy Statement and multiple proxy cards or voting instruction card. For example, if you hold your shares in more than one brokerage account, you will receive a separate voting instruction card for each brokerage account in which you hold shares. Similarly, if you are a stockholder of record and hold shares in a brokerage account, you will receive a Notice for shares held in your name and a voting instruction card for shares held in “street name.” Please follow the separate voting instructions that you received for your shares of common stock held in each of your different accounts to ensure that all of your shares are voted.

What is the record date and what does it mean?

The record date to determine the stockholders entitled to notice of and to vote at the Annual Meeting or any postponement or adjournment thereof. Accordingly, only stockholdersis the close of recordbusiness on July 10, 2020 (the “Record Date”). The Record Date is established by the Board as required by New Jersey law. On the Record Date, 6,125,039 shares of common stock were issued and outstanding. On the Record Date, 208,575 shares of Series D Preferred Stock were issued and outstanding, and after application of the beneficial ownership limitation and the Exchange Cap (as defined herein) pursuant to the terms of the Series D Preferred Stock as set forth in the certificate of designation for the Series D Preferred Stock, certain holders of Series D Preferred Stock are entitled to an aggregate of 43,359 votes on the proposals described in this Proxy Statement. See “What are the voting rights of the stockholders?” below.

Who is entitled to vote at the Annual Meeting?

Holders of common stock and the Series D Preferred Stock at the close of business on the Record Date may vote at the Annual Meeting.

What are entitled to noticethe voting rights of and shall bethe stockholders?

The Company has two outstanding classes of voting stock entitled to vote at the Annual Meeting, or any postponement or adjournment thereof.

Yourcommon stock and Series D Preferred Stock. Each holder of common stock is entitled to one vote is important. You are requested to carefully read the Proxy Statement and accompanying Noticeper share of Annual Meeting for a more complete statement ofcommon stock on all matters to be consideredacted upon at the Annual Meeting. Each holder of Series D Preferred Stock is entitled to the number of votes equal to the number of whole shares of common stock into which the shares of Series D Preferred Stock held by such holder are then convertible (subject to the 4.99% beneficial ownership limitations and the Exchange Cap) with respect to any and all matters presented to the stockholders for their action or consideration. Holders of the Series D Preferred Stock vote together with the holders of common stock as a single class, except as provided by law and except as set forth in the respective certificates of designation for the Series D Preferred Stock. Holders of our common stock and Series D Preferred Stock will vote together as a single class on all matters described in this Proxy Statement. Notwithstanding the foregoing, holders of 414,179 shares of our common stock and shares of Series D Preferred Stock issued in connection with the MIPA (as defined herein) are not entitled to vote such shares on Proposal 1 and Proposal 2.

By OrderThe presence, in person or by proxy, of the Board,holders of 33.34% of the voting power of the issued and outstanding shares of stock entitled to vote at the Annual Meeting is necessary to constitute a quorum to transact business. If a quorum is not present or represented at the Annual Meeting, then the Chairman at the meeting may adjourn the meeting from time to time, without notice other than announcement at the meeting, until a quorum is present or represented.

November 12, 2019If your shares are registered directly in your name with VStock Transfer, LLC, the Company’s stock transfer agent, you are considered the stockholder of record with respect to those shares. The Notice has been sent directly to you by the Company.

IMPORTANT

Stockholders are cordially invited to attend the Meeting in person. However, to assure your representation at the Meeting, please vote by proxy by completing and signing the enclosed proxy card and returning it promptly or voting on the internet. Even if you have previously submitted a proxy card, you may choose to vote in person at the Meeting. Whether or not you expect to attend the Meeting, please read the attached Proxy Statement and then promptly complete, date, sign and return the enclosed proxy card or vote on the internet in order to ensure your representation at the Meeting. If you desire to vote on the internet and hold your shares through a brokerage firm, you may cast your vote by visiting www.proxyvote.com. If you desire to vote on the internet and are a registered stockholder, you may cast your vote by visiting www.vstocktransfer.com/proxy. You may also have access to the materials for the Meeting by visiting the websitehttp://www.akersbio.com.

PLEASE NOTE: If your shares are held in street name, your broker,a stock brokerage account or by a bank custodian, or other nominee, the nominee is considered the record holder cannotof those shares. You are considered the beneficial owner of these shares, and your shares are held in “street name.” The Notice or Proxy Statement and voting instruction card have been forwarded to you by your nominee. As the beneficial owner, you have the right to direct your nominee concerning how to vote your shares by using the voting instructions the nominee included in the election of directors unless you direct the nominee holder how to vote,mailing or by returning your proxy card or to vote on the Internet.following such nominee’s instructions for voting.

What is a broker non-vote?

NOTICE OF 2019 ANNUAL MEETING OF STOCKHOLDERSBroker non-votes occur when shares are held indirectly through a broker, bank or other intermediary on behalf of a beneficial owner (referred to as held in “street name”) and the broker submits a proxy but does not vote for a matter because the broker has not received voting instructions from the beneficial owner and (i) the broker does not have discretionary voting authority on the matter or (ii) the broker chooses not to vote on a matter for which it has discretionary voting authority. Under the rules of the New York Stock Exchange (the “NYSE”) that govern how brokers may vote shares for which they have not received voting instructions from the beneficial owner, brokers are permitted to exercise discretionary voting authority only on “routine” matters when voting instructions have not been timely received from a beneficial owner. Proposal 5 is considered a “routine matter.” Therefore, if you do not provide voting instructions to your broker regarding such proposal, your broker will be permitted to exercise discretionary voting authority to vote your shares on such proposal. In the absence of specific instructions from you, your broker does not have discretionary authority to vote your shares with respect to Proposal 1, Proposal 2, Proposal 3, Proposal 4, Proposal 6 and Proposal 7.

TO BE HELD ONDecemberHow do I vote my shares?16, 2019

ToIf you are a record holder, you may vote your shares at the Stockholders of Akers Biosciences, Inc.:

You are cordially invited to attend the 2019 Annual Meeting of Stockholders (the “Annual Meeting”) of Akers Biosciences Inc. (the “Company”), to be held on Monday, December 16, 2019, at the offices of Ellenoff Grossman & Schole LLP at 1345 6th Ave. New York, NY 10105 at 11 AM (EST), to consider and vote upon the following proposals:in person or by proxy.

THE BOARD UNANIMOUSLY RECOMMENDS A VOTE “FOR” THE ELECTION OF EACH OF THE NOMINEES FOR DIRECTOR AND “FOR” THE RATIFICATION OF APPOINTMENT OF THE COMPANY’S AUDITOR.

Holders of record of our common stock, no par value per share (the “Common Stock”), atThe proxy is fairly simple to complete, with specific instructions on the close of business on November 1, 2019 (the “Record Date”)electronic ballot, telephone or card. By completing and submitting it, you will be entitled to notice of anddirect the designated person (known as “proxy”) to vote your stock at the Annual Meeting in accordance with your instructions. The Board has appointed Christopher C. Schreiber to serve as the proxy for the Annual Meeting.

Your proxy will be valid only if you complete and return it before the Annual Meeting. If you properly complete and transmit your proxy but do not provide voting instructions with respect to a proposal, then the designated proxies will vote your shares “FOR” for Proposals 1-6 and “FOR” the option of every three years for Proposal 7 as to which you provide no voting instructions in accordance with the Board’s recommendation in the manner described under “What if I do not specify how I want my shares voted?” below. We do not anticipate that any other matters will come before the Annual Meeting, but if any other matters properly come before the meeting, then the designated proxies will vote your shares in accordance with applicable law and their judgment.

If you hold your shares in “street name,” your bank, broker or any adjournmentother nominee should provide to you a request for voting instructions along with the Company’s proxy solicitation materials. By completing the voting instruction card, you may direct your nominee how to vote your shares. If you partially complete the voting instruction but fail to complete one or postponement thereof.more of the voting instructions, then your nominee may be unable to vote your shares with respect to the proposal as to which you provided no voting instructions. See “What is a broker non-vote?” Alternatively, if you want to vote your shares in person at the Annual Meeting, you must contact your nominee directly in order to obtain a proxy issued to you by your nominee holder. Note that a broker letter that identifies you as a stockholder is not the same as a nominee-issued proxy. If you fail to bring a nominee-issued proxy to the Annual Meeting, you will not be able to vote your nominee-held shares in person at the Annual Meeting.

Who counts the votes?

All votes will be tabulated by Howard Yeaton, the inspector of election appointed for the Annual Meeting. Each shareproposal will be tabulated separately.

Can I vote my shares at the Annual Meeting?

Yes. If you are a stockholder of Common Stock entitlesrecord, you may vote your shares at the holder thereofAnnual Meeting by submitting your vote electronically during the Annual Meeting.

If you hold your shares in “street name,” you may vote your shares in person only if you obtain a proxy issued by your bank, broker or other nominee giving you the right to vote the shares.

Even if you currently plan to attend the Annual Meeting, we recommend that you also return your proxy or voting instructions as described above so that your votes will be counted if you later decide not to attend the Annual Meeting or are unable to attend.

What are my choices when voting?

When you cast your vote on:

Proposals 1, 2, 4, 5, 6:

You may vote for the proposal, against the proposal or abstain from voting on the proposal.

Proposal 3:

You may vote for all director nominees or may withhold your vote as to one vote.or more director nominees.

YourProposal 7:

You may vote to choose an advisory vote on executive compensation every one, two or three years or to abstain from voting on the proposal.

What are the Board’s recommendations on how I should vote my shares?

The Board recommends that you vote your shares as follows:

“FOR” Proposals 1 through 6 and “FOR” the option of every three years for Proposal 7.

What if I do not specify how I want my shares voted?

If you are a record holder who returns a completed proxy that does not specify how you want to vote your shares on one or more proposals, the proxy will vote your shares for each proposal as to which you provide no voting instructions, and such shares will be voted in the following manner:

“FOR” Proposals 1 through 6 and “FOR” the option of every three years for Proposal 7.

If you are a “street name” holder and do not provide voting instructions on one or more proposals, your bank, broker or other nominee will be unable to vote those shares with respect to Proposals 1, 2, 3, 4, 6 and 7, but will be able to vote those shares with respect to Proposal 5. See “What is important, regardlessa broker non-vote?”

Can I change my vote?

Yes. If you are a record holder, you may revoke your proxy at any time by any of the numberfollowing means:

If you are a “street name” holder, your bank, broker or other nominee should provide instructions explaining how you may change or revoke your voting instructions.

What votes are required to approve each proposal?

Assuming the presence of shares you own. Thea quorum, with respect to Proposal 3, the affirmative vote of the holders of a plurality of the votes cast at the Annual Meeting byis required for the holderselection of the Common Stock present in person or represented by proxydirector nominees, i.e., the four director nominees who receive the most votes will be elected. Assuming the presence of a quorum, approval of Proposals 1, 2, 4, 5 and entitled to vote at6 will require the Annual Meeting is required to elect directors. The affirmative vote of a majority of the Common Stockvotes cast for or against the proposal. For Proposal 7, the number of years (1, 2 or 3) that receives the highest number of votes will be deemed to be preferred by our stockholders. Please note that the vote on Proposal 6 and Proposal 7 are non-binding advisory votes.

How are abstentions and broker non-votes treated?

Any stockholder who is present in person or represented by proxy and entitled to vote at the Annual Meeting, is requiredeither in person or by proxy, who abstains from voting, will still be counted for purposes of determining whether a quorum exists for the meeting. If you hold your shares in “street name” and you do not instruct your bank, broker or other nominee how to ratifyvote, your shares will be included in the appointmentdetermination of the Company’s independent registered public accounting firm. .

A complete listnumber of stockholders of record entitled to voteshares present at the Annual Meeting will be available for 10 days before the Annual Meetingdetermining a quorum at the principal executive officesmeeting but may constitute broker non-votes, resulting in no votes being cast on your behalf with respect to certain proposals. See “What is a broker non-vote?”

An abstention or failure to instruct your broker how to vote with respect to Proposal 3 will not be counted as an affirmative or negative vote in the election of directors and will have no effect on the outcome of the Company for inspection by stockholders during ordinary business hours for any purpose germanevote with respect to Proposal 3. An abstention or broker non-vote with respect to Proposals 1, 2, 4, 5, 6 and 7 will likewise not be counted as an affirmative or negative vote against the Annual Meeting.

Evenproposal and will have no effect on the outcome of the vote on such proposals. Failure to instruct your broker how to vote with respect to Proposals 1, 2, 3, 4, 6 and 7 will have no effect on the outcome of the vote because broker non-votes are not considered shares entitled to vote. However, if you plan to attend the Annual Meeting in person, it is strongly recommended you complete and returndo not give your proxy card before the Annual Meeting date, to ensure that your shares will be represented at the Annual Meeting if you are unable to attend.

You are urged to review carefully the information contained in the enclosed proxy statement prior to decidingbroker specific instructions on how to vote your shares.shares with respect to Proposal 5, your broker may vote your shares at its discretion.

By OrderDo I have any dissenters’ or appraisal rights with respect to any of the Board,

November 12, 2019

IF YOU RETURN YOUR PROXY CARD WITHOUT AN INDICATION OF HOW YOU WISH TO VOTE, YOUR SHARES WILL BE VOTED “FOR” THE ELECTION OF EACH OF THE NOMINEES FOR DIRECTOR AND “FOR” THE RATIFICATION OF APPOINTMENT OF THE COMPANY’S AUDITOR.

TABLE OF CONTENTS

AKERS BIOSCIENCES, INC.

201 Grove Road

Thorofare, New Jersey USA 08086

PROXY STATEMENT

2019 ANNUAL MEETING OF STOCKHOLDERS

to be held on December 16, 2019, at the offices of Ellenoff Grossman & Schole LLP

at 1345 6th Ave. New York, NY 10105 at 11 AM (EST),

QUESTIONS AND ANSWERS ABOUT THESE PROXY MATERIALS

Why am I receiving these materials?

This Proxy Statement describes the proposals on which our Board of Directors (the “Board”) would like you, as a stockholder, to vote on at our 2019 Annual Meeting of the Stockholders (the “Meeting”), which will take place on Monday, December 16, 2019, at the offices of Ellenoff Grossman & Schole LLP at 1345 6th Ave. New York, NY 10105.

This Proxy Statement also gives you information on these proposals so that you can make an informed decision. We intend to mail this Proxy Statement and accompanying proxy card on or about November 13, 2019, to all stockholders of record entitled to vote at the Meeting.

In this Proxy Statement, we refer to Akers Biosciences Inc. as the “Company,” “we,” “us” or “our.”

What items of business will be voted on at the Annual Meeting?

The itemsNo. None of business scheduledour stockholders has any dissenters’ or appraisal rights with respect to the matters to be voted on at the Annual Meeting are:

How does the Board recommend that I vote?Meeting.

ElectionWhat are the solicitation expenses and who pays the cost of Directorsthis proxy solicitation?

Our Board unanimously recommends that stockholders vote “FOR” eachis asking for your proxy and we will pay all of the costs of asking for stockholder proxies. We will reimburse brokerage houses and other custodians, nominees and fiduciaries for director.their reasonable out-of-pocket expenses for forwarding solicitation material to the beneficial owners of common stock and collecting voting instructions. We may use officers and employees of the Company to ask for proxies, as described below. In addition, we have retained Advantage Proxy, Inc. (“Advantage”) to assist in the solicitation of proxies for a fee of $10,000  plus customary expenses. 

RatificationIs this Proxy Statement the only way that proxies are being solicited?

No. In addition to the solicitation of Morison Cogen LLPproxies by use of the mail, officers and employees of the Company, as well as Advantage, the proxy solicitation firm hired by the Company, may solicit the return of proxies, either by mail, telephone, telecopy, e-mail or through personal contact. These officers and employees will not receive additional compensation for their efforts but will be reimbursed for out-of-pocket expenses. The fees of Advantage as well as the reimbursement of expenses of Advantage will be borne by us.  Brokerage houses and other custodians, nominees and fiduciaries, in connection with shares of the common stock registered in their names, will be requested to forward solicitation material to the beneficial owners of shares of common stock.

Our Board unanimously recommendsAre there any other matters to be acted upon at the Annual Meeting?

Management does not intend to present any business at the Annual Meeting for a vote other than the matters set forth in the Notice and has no information that others will do so. If other matters requiring a vote of the stockholders vote “FOR”properly come before the ratification of appointment of Morison Cogen LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019.

Who can vote at the 2019 Annual Meeting, it is the intention of Stockholders?the persons named in the form of proxy to vote the shares represented by the proxies held by them in accordance with applicable law and their judgment on such matters.

Stockholders who owned shares of our Common StockWhere can I find voting results?

We expect to publish the voting results in a current report on November 1, 2019Form 8-K, which we expect to file with the Securities and Exchange Commission (the “Record Date”“SEC”) may attend and vote atwithin four business days after the Annual Meeting.

How many votes am IWho can help answer my questions?

The information provided above in this “Question and Answer” format is for your convenience only and is merely a summary of the information contained in this Proxy Statement. We urge you to carefully read this entire Proxy Statement, including the documents we refer to in this Proxy Statement. If you have any questions, or need additional materials, please feel free to contact the firm assisting us in the solicitation of proxies, Advantage. Banks and brokers and stockholders may call Advantage at 1-877-870-8565. 

PROPOSAL 1: APPROVAL, PURSUANT TO NASDAQ LISTING RULE 5635(A), OF THE ISSUANCE OF SHARES OF OUR COMMON STOCK UPON CONVERSION OF SERIES D CONVERTIBLE PREFERRED STOCK in excess of 20% of our common stock outstanding

At the Annual Meeting, holders of our common stock will be asked to approve the issuance of more than 19.99% of our outstanding common stock upon the conversion of Series D Preferred Stock issued by us pursuant to the MIPA (as defined below) on March 24, 2020, for purposes of compliance with Nasdaq Listing Rule 5635(a) and as required by the MIPA.

Background

Membership Interest Purchase Agreement

On March 23, 2020, we entered into a membership interest purchase agreement (the “Original MIPA” and, as subsequently amended by Amendment No. 1 on May 14, 2020, the “MIPA”) with the members of Cystron Biotech, LLC (the “Sellers”), pursuant to which we acquired 100% of the membership interests (the “Membership Interests,” and such acquisition, the “Acquisition”) of Cystron Biotech, LLC (“Cystron”).

As consideration for the Membership Interests, pursuant to the MIPA, we were required to deliver to the Sellers (1) that number of newly issued shares of our common stock equal to 19.99% of the issued and outstanding shares of our common stock and the number of shares underlying pre-funded warrants outstanding as of March 23, 2020, but, to the extent that the issuance of our common stock would have resulted in any Seller owning in excess of 4.9% of our outstanding common stock, then, at such Seller’s election, such Seller could receive “common stock equivalent” preferred shares with a customary 4.9% blocker, and (2) $1,000,000 in cash. Accordingly, on March 24, 2020, we delivered to the Sellers: (1) (i) an aggregate of 411,403 shares of our common stock (the “Initial Common Stock Shares”) and (ii) an aggregate of 211,351 shares of Series D Preferred Stock (together with the Initial Common Stock Shares, the “Common Stock Consideration”), which may be converted into 211,351 shares of our common stock (the “Converted Common Stock Shares”), and (2) $1,000,000.

Additionally, we are required to (A) make an initial payment to the Sellers of up to $1,000,000 upon our receipt of cumulative gross proceeds from the consummation of an initial equity offering after March 23, 2020, of $8,000,000, and (B) pay to Sellers an amount in cash equal to 10% of the gross proceeds in excess of $8,000,000 raised from future equity offerings after March 23, 2020, until the Sellers have received an aggregate additional cash consideration equal to $10,000,000 (collectively, the “Equity Offering Payments”). On May 14, 2020, we and the Sellers entered into an Amendment No. 1, which provided that any Equity Offering Payments in respect of an equity offering that is consummated prior to September 23, 2020, shall be accrued, but shall not be due and payable until September 24, 2020. Upon the achievement of certain milestones, including the completion of a Phase 2 study for a COVID-19 vaccine that meets its primary endpoints, Sellers will be entitled to per share?receive an additional 750,000 shares of our common stock (the “Milestone Shares”) or, in the event we are unable to obtain stockholder approval for the issuance of such shares, 750,000 shares of non-voting preferred stock that are valued following the achievement of such milestones and shall bear a 10% annual dividend. Sellers will also be entitled to contingent payments from us of up to $20,750,000 upon the achievement of certain milestones, including the approval of a new drug application by the FDA. Pursuant to the Original MIPA, upon our consummation of the registered direct equity offering closed on April 8, 2020, we paid the Sellers $250,000 on April 20, 2020. In addition, the consummation of the registered direct equity offering closed on May 18, 2020, triggered an accrued payment to the Sellers of approximately $892,500 pursuant to the MIPA, which will be due and payable on September 24, 2020.

Each shareWe shall also make quarterly royalty payments to Sellers equal to 5% of the net sales of a COVID-19 vaccine or combination product by the Company (the “COVID-19 Vaccine”) for a period of five (5) years following the first commercial sale of the COVID-19 Vaccine, provided that such payment shall be reduced to 3% for any net sales of the COVID-19 Vaccine above $500 million.

In addition, Sellers shall be entitled to receive 12.5% of the transaction value, as defined in the MIPA, of any change of control transaction, as defined in the MIPA, that occurs prior to the fifth (5th) anniversary of the closing date of the MIPA, provided that are still developing the COVID-19 Vaccine at that time. Following the consummation of any change of control transaction, the Sellers shall not be entitled to any payments as described above under the MIPA.

We are seeking our stockholders’ approval for the issuance of the Common Stock entitlesConsideration pursuant to the holder thereofMIPA in this Proposal 1.

We are seeking a separate stockholder approval for the issuance of the Milestone Shares pursuant to one vote. There were 12,520,208 shares of Common Stock outstanding on the Record Date. Information about the stockholdings of our directors and executive officers is containedMIPA in the section of this Proxy Statement entitled “Other Information─ Principal Stockholders” onProposal 2. See page [  ]10 of this Proxy Statement.

What isSupport Agreement

On March 23, 2020, as an inducement to enter into the difference betweenMIPA, and as one of the conditions to the consummation of the transactions contemplated by the MIPA, the Sellers entered into a stockholder voting agreement with us, pursuant to which each Seller agreed to vote their shares of recordour common stock or preferred stock in favor of each matter proposed and a beneficial ownerrecommended for approval by our management at every meeting of shares held in street name?the stockholders and on any action or approval by written consent of the stockholders.

Stockholder of RecordLicense Agreement

Cystron is a party to a License and Development Agreement (the “Initial License Agreement”) with Premas. As a condition to our entry into the MIPA, Cystron amended and restated the Initial License Agreement on March 19, 2020 (as amended and restated, the “License Agreement”). If your shares are registered directly in your name withPursuant to the Company’s transfer agent, VStock Transfer LLC you are considered the stockholder of recordLicense Agreement, Premas granted Cystron, among other things, an exclusive license with respect to those shares,Premas’ vaccine platform for the development of a vaccine against COVID-19 and we are sending the proxy materials directly to you.other coronavirus infections.

Beneficial OwnerUpon the achievement of Shares Held in Street Namecertain developmental milestones by Cystron, Cystron shall pay to Premas a total of up to $2,000,000. On April 16, 2020, we paid Premas $500,000 for the achievement of the first two development milestones, of which $250,000 was accrued as research and development expense for the three months ended March 31, 2020. On May 14, 2020, we and Premas agreed that the third milestone under the License Agreement has been satisfied, and on April 16, 2020, we paid Premas $500,000. On July 7, 2020, we and Premas agreed that the fourth milestone under the License Agreement has been satisfied. Due to the achievement of this milestone, Premas is entitled to receive a payment of $1,000,000 from us.

. If your

Registration Rights Agreement

To induce the Sellers to enter into the MIPA, we also entered into the Registration Rights Agreement with the Sellers, pursuant to which we agreed to prepare and file with the SEC a registration statement covering all of the shares are held in an account at a brokerage firm, bank, broker-dealer, or other similar organization, then you areof our common stock issued and shares of our common stock issuable upon conversion of the beneficial owner of shares held in “street name,”Series D Preferred Stock issued as Common Stock Consideration pursuant to the MIPA and use reasonable best efforts to have such registration statement and any amendments thereof declared effective by the proxy materials were forwarded to you by that organization. The organization holding your account is considered the stockholder of record for purposes of votingSEC at the Annual Meeting. Asearliest possible date. Pursuant to the Registration Rights Agreement, we filed a beneficial owner, youregistration statement on Form S-3 registering such shares of common stock, which was declared effective on June 12, 2020.

We have also agreed to use reasonable best efforts to keep such registration statement effective until earlier of the right to instruct that organization on how to voteselling stockholders have sold all of the share of common stock offered hereby or the shares held in your account. Those instructions are contained in a “voting instruction form.”of common stock covered thereby may be resold by the selling stockholders pursuant to Rule 144 of the Securities Act without any public information requirements or volume or manner of sale limitations.

If I am a stockholderSeries D Preferred Stock

On March 24, 2020, we filed the Certificate of recordDesignation of Preferences, Rights and Limitations of Series D Preferred Stock (the “Certificate of Designation”) with the Secretary of State of the Company’s CommonState of New Jersey. As discussed above, on March 24, 2020, we issued 211,351 shares of Series D Preferred Stock how do I vote?to the Sellers under the MIPA. Pursuant to the Certificate of Designation, in the event of our liquidation or winding up, the holders of Series D Preferred Stock are entitled to receive the same amount that a holder of our common stock would receive if the Series D Preferred Stock were fully converted to common stock which amounts shall be paid pari passu with all holders of our common stock. Each share of Series D Preferred Stock has a stated value equal to $0.01 (the “Stated Value”), subject to increase as set forth in Section 7 of the Certificate of Designation. As of the Record Date, 208,575 shares of Series D Preferred Stock were issued and outstanding.

There are three ways to vote:

Even if you plan to attend the Annual Meeting, itA holder of Series D Preferred Stock is strongly recommended you vote by proxy via the Internet or complete and return your proxy card before the Annual Meeting date just in case your plans change.

If I am a beneficial owner of shares held in street name, how do I vote?

There are three ways to vote:

What is the proxy card?

The proxy card enables you to appoint Christopher C. Schreiber as your representative at the Annual Meeting. By completing and returning the proxy card, you are authorizing that person to vote your shares at the Annual Meeting in accordance with your instructions on the proxy card. This way your shares will be voted whether or not you attend the Annual Meeting. Even if you plan to attend the Annual Meeting, it is strongly recommended you complete and return your proxy card before the Annual Meeting date just in case your plans change. If a proposal comes up for vote at the Annual Meeting that is not on the proxy card, the proxy will vote your shares, under your proxy, according to their best judgment.

Can I change my vote after I have voted?

You may revoke your proxy and change your voteentitled at any time beforeto convert any whole or partial number of shares of Series D Preferred Stock into shares of our common stock determined by dividing the vote on each proposal atStated Value by the Annual Meeting. Youconversion price of $0.01 per share.

A holder of Series D Preferred Stock is prohibited from converting Series D Preferred Stock into shares of our common stock if, as a result of such conversion, the holder, together with its affiliates, would own more than 4.99% of the total number of shares of our common stock then issued and outstanding (with such ownership restriction referred to as the “Beneficial Ownership Limitation”). However, any holder may vote again onincrease or decrease such percentage to any other percentage not in excess of 9.99%, provided that any increase in such percentage shall not be effective until 61 days after such notice to us. In addition, a later date viaholder of Series D Preferred Stock are prohibited from converting any portion of the Internet (inSeries D Preferred Stock if, as a result of such conversion, the holder, together with its affiliates, would exceed the aggregate number shares of our common stock which case only your latest Internet proxy submitted priorwe may issue under the MIPA without breaching our obligations under the rules or regulations of Nasdaq (the number of shares which may be issued without violating such rules and regulations, the “Exchange Cap”). Pursuant to the Annual Meeting will be counted), by signing and returning a new proxy card or voting instruction form with a later date, or by attendingExchange Cap, the Annual Meeting and voting in person if you are a stockholderSeries D Preferred Stock were convertible into up to 46,135 shares of record. However, your attendance at the Annual Meeting will not automatically revoke your proxy unless you vote again at the Annual Meeting or specifically request that your prior proxy be revoked by delivering to the Company’s Secretary, at 201 Grove Road, Thorofare, New Jersey USA 08086, a written noticecommon stock, of revocation prior to the Annual Meeting.

Please note, however, that if yourwhich 2,776 shares are held of record by a brokerage firm, bank or other nominee, you must instruct your broker, bank or other nominee that you wish to change your vote by following the procedures on the voting instruction form provided to you by the broker, bank or other nominee. If your shares are held in street name, and you wish to attend the Annual Meeting and vote at the Annual Meeting, you must bring to the Annual Meeting a legal proxy from the broker, bank or other nominee holding your shares, confirming your beneficial ownership of the shares and giving you the right to vote your shares.

How many shares must be present or represented to conduct business at the Annual Meeting?

The quorum requirement for holding the Annual Meeting and transacting business is that 33.34% of the Common Stock issued and outstandinghave been converted as of the Record Date must be present in person or represented by proxy.Date.

HowSubject to the Beneficial Ownership Limitation and the Exchange Cap, on any matter presented to our stockholders for their action or consideration at any meeting of stockholders (or by written consent of stockholders in lieu of a meeting), each holder of Series D Preferred Stock is entitled to cast the number of votes equal to the number of whole shares of our common stock into which the shares of Series D Preferred Stock beneficially owned by such holder are votes counted?convertible as of the record date for determining stockholders entitled to vote on or consent to such matter (taking into account all Series D Preferred Stock beneficially owned by such holder). Except as otherwise required by law or by the other provisions of our amended and restated certificate of incorporation, as amended, the holders of Series D Preferred Stock will vote together with the holders of our common stock and any other class or series of stock entitled to vote thereon as a single class.

You may vote “for,A holder of Series D Preferred Stock is entitled to receive dividends as and when paid to the holders of our common stock on an as-converted basis.

Stockholder Approval Requirement

Our common stock is listed on the Nasdaq Capital Market under the symbol “AKER,” “against,” or “abstain” on eachand we are subject to the Nasdaq listing standards set forth in its Marketplace Rules. Nasdaq Marketplace Rule 5635(a) requires stockholder approval prior to the issuance of securities in connection with the acquisition of the proposals being placed before our stockholders. If you provide specific instructions with regardstock or assets of another company, including pursuant to certain items, your sharesan “earn-out” or similar provision, where due to the present or potential issuance of common stock (or securities convertible into or exercisable for common stock), other than a public offering for cash, the common stock to be issued (a) constitutes voting power in excess of 20% of the outstanding voting power prior to the issuance or (b) is or will be voted as you instructin excess of 20% of the outstanding common stock prior to the issuance.

Prior to closing the Acquisition, we had 2,288,837 shares of common stock outstanding. Therefore, the issuance of the Initial Common Stock Shares and the potential issuance of the Converted Common Stock Shares would have constituted approximately 27% of the shares of common stock outstanding prior to giving effect to the Acquisition. Consequently, issuance of the 165,216 shares of common stock (the “Excess Shares”) issuable upon conversion of the Series D Preferred Stock, which, in absence of the Exchange Cap, would be in excess of 19.99% of the shares of common stock outstanding on such items.the date of entry into the Original MIPA, is subject to stockholder approval pursuant to the Nasdaq Stock Market Rule 5635(a). As of the Record Date, 2,776 shares of Series D Preferred Stock have been converted into 2,776 shares of our common stock. Moreover, pursuant to the terms of the MIPA, we are obligated to seek and are therefore seeking stockholder approval of the issuance of the Excess Shares and the Milestone Shares.

We generally have no control over whether the Sellers convert their shares of Series D Preferred Stock. For this reason, we are unable to accurately forecast or predict with any certainty the timing or the total amount of shares that may be issued under the Series D Preferred Stock. The potential issuance of the Excess Shares that are subject to this Proposal 1 would result in an increase in the number of shares of common stock outstanding, and our stockholders will incur dilution of their percentage ownership to the extent that the Sellers convert their Series D Preferred Stock. Further, the issuance or resale of common stock issued to the holders of Series D Preferred Stock could cause the market price of our common stock to decline.

Consequences of Not Approving this Proposal

If you hold shares beneficially in street name andour stockholders do not provide your brokerapprove this proposal, the Series D Preferred Stock will only be convertible into up to 43,359 additional shares of common stock but, will not be convertible into the Excess Shares. Also, if the stockholders do not approve this proposal, pursuant to the MIPA, we will be obligated to incur additional management resources and expenses to call and hold a stockholder meeting every six months until we obtain the stockholder approval to issue the Excess Shares. The Original MIPA and the Certificate of Designations were filed with voting instructions, your shares may constitute “broker non-votes.” Broker non-votes occur when brokers or others who hold sharesthe SEC in street name for a beneficial owner that has not provided instructionsconnection with our Current Report on how to voteForm 8-K filed on a particular matter. MattersMarch 24, 2020, and the Amendment No.1 was filed with the SEC in connection with our Quarterly Report on which a broker is not permitted to vote without instructions from the beneficial ownerForm 10-Q filed on May 15, 2020.

Required Vote and instructions are not given are referred to as “non-routine” matters.Board Recommendation

The electionaffirmative vote of directorsthe holders of a majority of the votes cast for or against the proposal is a “non-routine” matter, which brokers and nominees cannot vote on behalfrequired to approve, pursuant to NASDAQ listing rule 5635(a), the issuance of their clients if client do not furnish voting instructions. Therefore, abstentionsthe Excess Shares upon conversion of Series D Preferred Stock issued pursuant to the MIPA. Abstentions and broker non-votes will have no effect on the outcome of the election.

The ratification of auditors is “routine” and as such a matter on which brokers and nominees can vote on behalf of their clients if clients do not furnish voting instructions. Therefore, broker non-votes will have an effect on the outcome of this proposal.

How many votesIn accordance with applicable NASDAQ Marketplace Rules, holders of 414,179 shares of our common stock and Series D Preferred Stock issued in connection with the MIPA are not entitled to vote such shares on this proposal.

PROPOSAL 2: APPROVAL, PURSUANT TO NASDAQ LISTING RULE 5635(A) OF THE POTENTIAL ISSUANCE OF OUR COMMON STOCK in excess of 20% of our common stock outstanding IN CONNECTION WITH MILESTONE SHARES THAT MAY BECOME ISSUABLE IN THE FUTURE

At the Annual Meeting, holders of our common stock will be asked to approve the potential issuance of our common stock in access of 20% of our common stock outstanding in connection with potential milestone shares that may become issuable in the future pursuant to the MIPA, for purposes of compliance with Nasdaq Listing Rule 5635(a) and as required by the MIPA.

Background

As discussed under Proposal 1, pursuant to MIPA, we are required to approve eachpay future contingent payments in Milestone Shares of an additional 750,000 shares of our common stock (subject to adjustments for any stock splits, stock dividends, share combinations or the like) to the Sellers upon the achievement of any one of the proposals?following milestones (each, an “Equity Trigger Milestone”):

For the avoidance of doubt, the maximum number of shares of common stock that may be issued as Milestone Shares is 750,000 shares.

ElectionStockholder Approval Requirement

Our common stock is listed on the Nasdaq Capital Market under the symbol “AKER,” and we are subject to the Nasdaq listing standards set forth in its Marketplace Rules. Nasdaq Marketplace Rule 5635(a) requires stockholder approval prior to the issuance of Directorssecurities in connection with the acquisition of the stock or assets of another company, including pursuant to an “earn-out” or similar provision, where due to the present or potential issuance of common stock (or securities convertible into or exercisable for common stock), other than a public offering for cash, the common stock to be issued (a) constitutes voting power in excess of 20% of the outstanding voting power prior to the issuance or (b) is or will be in excess of 20% of the outstanding common stock prior to the issuance.

The four persons receivingCommon Stock Consideration already exceeded 20% of the highestshares of common stock outstanding prior to giving effect to the Acquisition. The issuance of Milestone Shares to the Sellers would be aggregated with the Common Stock Consideration for purposes of Nasdaq Marketplace Rule 5635(a) as an “earn-out.” Accordingly, issuance of the Milestone Shares to the Sellers will result in the aggregate number of shares issued by us in connection with the Acquisition is subject to stockholder approval pursuant to the Nasdaq Stock Market Rule 5635(a). Therefore, we are requesting a stockholder approval for Proposal 2 under this Nasdaq listing standard to ensure that we have stockholder approval to issue the Milestone Shares to the extent that any such shares issued. Moreover, pursuant to the terms of the MIPA, we are obligated to seek and are therefore seeking stockholder approval of the issuance of the Milestone Shares.

The issuance of the Milestone Shares will depend on whether any of the Equity Trigger Milestone is actually achieved. The issuance of the Milestone Shares would result in an increase in the number of shares of common stock outstanding, and our stockholders will incur dilution of their percentage ownership to the extent that we issue the Milestone Shares. Such issuance may cause a significant reduction in the percentage interests of our current stockholders in the voting power, any liquidation value, our book and market value, and in any future earnings.

Consequences of Not Approving this Proposal

If our stockholders do not approve this proposal, pursuant to the MIPA, we will be obligated to incur additional management resources and expenses to call and hold a stockholder meeting every six months until we obtain the stockholder approval to issue the Milestone Shares. Furthermore, if we fail to receive the stockholder approval on this proposal, we are obligated to issue to Sellers 750,000 shares of non-voting preferred stock and use our commercially reasonable efforts to obtain stockholder approval for such shares to be convertible into common stock. Such preferred stock shall have a conversion price equal to the stated value and will be entitled to an annual 10% cash dividend on the stated value. Such preferred stock shall be non-redeemable by the holders thereof and will not participate with our common stock; however, the holder may require us to redeem the preferred stock for redemption price equal to its stated value and accrued and unpaid dividends upon consummation of a change of control transaction as defined in MIPA.

The Original MIPA and the Certificate of Designations were filed with the SEC in connection with our Current Report on Form 8-K filed on March 24, 2020, and the Amendment No.1 was filed with the SEC in connection with our Quarterly Report on Form 10-Q filed on May 15, 2020.

Required Vote and Board Recommendation

The affirmative vote of the holders of a majority of the votes cast by holdersfor or against the proposal is required to approve, pursuant to NASDAQ listing rule 5635(a), the issuance of Common Stock present in person or represented by proxy and entitled to vote thereon at the Annual Meeting will be elected. The election of directors is a “non-routine” matter, which brokers and nominees cannot vote on behalf of their clients if client do not furnish voting instructions. Therefore, abstentionsMilestone Shares. Abstentions and broker non-votes will have no effect on the outcome of the election.

Ratification of Morison Cogen LLP

The ratification of the appointment of Morison Cogen LLP as the Company’s independent registered public accounting firm for fiscal year 2019 requires the affirmative vote of a majority of the votes cast by holders of Common Stock present in person or represented by proxy at the Annual Meeting and entitled to vote on such proposal. Abstentions will have no effect on the outcome of the proposal to ratify the appointment of Morison Cogen LLP. In tabulating the voting results for the ratification of auditors, broker non-votes are considered votes cast and therefore will have an effect on the outcome of such proposal.

Will my shares be voted if I do not sign and return my proxy card?

If your shares are held in street name or in your name and you do not sign and return your proxy card, your shares will not be voted unless you vote in person at the Annual Meeting.

What happens if I do not indicate how to vote my proxy?

If you just sign your proxy card without providing further instructions, your shares will be voted “FOR” for the four director nominees and “FOR” the ratification of appointment of the Company’s independent auditor.

Is my vote kept confidential?

Proxies, ballots and voting tabulations identifying stockholders are kept confidential and will not be disclosed except as may be necessary to meet legal requirements.

Where do I find the voting results of the Annual Meeting?

We will announce voting results at the Annual Meeting. The final voting results will be tallied by the inspector of election and published in a Current Report on Form 8-K, which the Company is required to file with the SEC within four business days following the Annual Meeting.

Who can help answer my questions?

You can contact our Executive Chairman of the Board, Christopher C. Schreiber, at (856) 848-2116 or by sending a letter to the offices of the Company, 201 Grove Road, Thorofare, New Jersey 08086 with any questions about the proposals described in this Proxy Statement or how to execute your vote.

THE ANNUAL MEETING

We are furnishing this Proxy Statement to you, as a stockholder of Akers Biosciences, Inc., as part of the solicitation of proxies by our Board for use at our Annual Meeting to be held on Monday, December 16, 2019, or any adjournment(s) or postponement(s) thereof.

Date, Time, Place and Purpose of the Annual Meeting

The Annual Meeting will be held on Monday, December 16, 2019, at the offices of Ellenoff Grossman & Schole LLP at 1345 6th Ave. New York, NY 10105 at 11 AM (EST). You are cordially invited to attend the Annual Meeting, at which stockholders will be asked to consider and vote upon the following proposals, which are more fully described in this Proxy Statement:

Record Date, Voting and Quorum

Our Board fixed the close of business on November 1, 2019, as the Record Date for the determination of holders of our outstanding Common Stock entitled to notice of and to vote on all matters presented at the Annual Meeting. As of the Record Date, there were 12,520,208 shares of Common Stock issued and outstanding and entitled to vote. Each share of Common Stock entitles the holder thereof to one vote. Accordingly, a total of 12,520,208 votes may be cast at the Annual Meeting.

The holders of Common Stock entitled to cast 33.34% of all votes that could be cast by the holders of all of the issued and outstanding Common Stock, present in person or represented by proxy at the Annual Meeting, constitute a quorum.

Required Vote

The four directors are nominated for election to the Board to serve directors for a one year term or until their respective successors are elected and qualified. The four persons receiving the highest number of affirmative votes cast by holders of Common Stock present in person or represented by proxy and entitled to vote thereon at the Annual Meeting will be elected to the Board. The election of directors is a “non-routine” matter, which brokers and nominees cannot vote on behalf of their clients if client do not furnish voting instructions. Therefore, abstentions and broker non-votes will have no effect on the outcome of the election.

The ratification of the appointment of Morison Cogen LLP as the Company’s independent registered public accounting firm for fiscal year 2019 requires the affirmative vote of a majority of the votes cast by holders of Common Stock present in person or represented by proxy at the Annual Meeting and entitled to vote on such proposal at the Annual Meeting. Abstentions will have no effect on the outcome of this proposal. Such proposal is a “routine” matter on which brokers and nominees can vote on behalf of their clients if clients do not furnish voting instructions. Therefore, broker non-votes will have an effect on the outcome of this proposal.

VotingIn accordance with applicable NASDAQ Marketplace Rules, holders of 414,179 shares of our common stock and Series D Preferred Stock issued in connection with the MIPA are not entitled to vote such shares on this proposal.

You can vote your shares at the Annual Meeting by proxy or in person.

You can vote by proxy by having an individual who will be at the Annual Meeting vote your shares for you. These individuals are called “proxies” and using them to cast your ballot at the Annual Meeting is called voting “by proxy.” If you wish to vote by proxy, you must do one of the following:

Revocability of ProxiesPROPOSAL 3: ELECTION OF DIRECTORS

All Proxies which are properly completed, signed and returned prior to the Annual Meeting, and which have not been revoked, will be voted in favor of the proposals described in this Proxy Statement unless otherwise directed. A shareholder may revoke his or her Proxy at any time before it is voted either by filing with the Executive Chairman of the Board of the Company, at its principal executive offices located at 201 Grove Road, Thorofare, New Jersey 08086, a written notice of revocation or a duly-executed Proxy bearing a later date or by attending the Annual Meeting and voting in person.

Attendance at the Annual Meeting

Only holders of Common Stock, their proxy holders and guests may attend the Annual Meeting. If you wish to attend the Annual Meeting in person but you hold your shares through someone else, such as a broker, you must bring proof of your ownership and identification with photo identification at the Annual Meeting. For example, you may bring an account statement showing that you beneficially owned Common Stock as of the Record Date as acceptable proof of ownership.

Solicitation of Proxies and ExpensesNominees for Election

The costBoard is currently comprised of preparing, assembling, printing and mailing this Proxy Statement andfour directors. Our Board, upon the accompanying form of proxy, and the cost of soliciting proxies relating to the Annual Meeting, will be borne by the Company. Some banks and brokers have customers who beneficially own Common Stock listed of record in the names of nominees. We intend to request banks and brokers to solicit such customers and will reimburse them for their reasonable out-of-pocket expenses for such solicitations. If any additional solicitationrecommendation of the holders of our outstanding shares of Common Stock is deemed necessary, we (through ourNominating and Corporate Governance Committee, has nominated the following four individuals to serve as directors and officers) anticipate making such solicitation directly. The solicitation of proxies by mail may be supplemented by telephone, email and personal solicitation by officers, directors and regular employees of(collectively, the Company, but no additional compensation will be paid to such individuals.

Other Business

We are not currently aware of any business to be acted upon at the Annual Meeting other than the proposals discussed in this Proxy Statement. The form of proxy accompanying this Proxy Statement confers discretionary authority upon the named proxy holders with respect to amendments or variations to the matters identified in the accompanying Notice of Annual Meeting and with respect to any other matters which may properly come before the Annual Meeting or at any adjournment(s) or postponement(s) of the Annual Meeting. If other matters do properly come before the Annual Meeting, or at any adjournment(s) or postponement(s) of the Annual Meeting, shares of our Common Stock, represented by properly submitted proxies, will be voted by the proxy holders in accordance with their best judgment.

Principal Offices

The principal executive offices of our Company are located at 201 Grove Road, Thorofare, New Jersey 08086. The Company’s telephone number at such address is (856) 848-8698.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Directors and Executive Officers

The following table sets forth the names, ages and positions of all of the directors and executive officers of the Company and the positions they hold as of the date hereof. The directors of the Company serve until their successors are elected and shall qualify. Executive officers are elected by the Board and serve at the discretion of the directors.“Company Nominees”):

Set forth belowIf elected, respectively, these nominees will serve until our 2021 annual meeting of stockholders or until their successors are elected and qualified or until their earlier incapacity, removal or resignation. Our Board believes that all of our current directors, who are the four nominees for election, possess personal and professional integrity, good judgment, a high level of ability and business acumen.

If a quorum is present, the Company Nominees will be elected by a plurality of the votes cast at the Annual Meeting. Abstentions and broker non-votes have no effect on the vote. The four Company Nominees receiving the highest number of affirmative votes will be elected directors of the Company. Shares of voting stock represented by executed proxies will be voted, if authority to do so is not withheld, for the election of the four nominees named above. Should any Company Nominee become unable or unwilling to accept nomination or election, the proxy holders may vote the proxies for the election, in his or her stead, of any other person the Board may nominate or designate. Each Company Nominee has agreed to serve, if elected, and the Board has no reason to believe that any Company Nominee will be unable to serve.

The biographies of the Company Nominees are as follows:

Christopher C. Schreiber has been our director since August 8, 2017 and currently serves as our Executive Chairman. Mr. Schreiber combines over 30 years of experience in the securities industry. As the managing director of capital markets at Taglich Brothers, Inc., Mr. Schreiber builds upon his extensive background in capital markets, deal structures, and syndications. Prior to his time at Taglich Brothers, Inc., he was a member of the board of directors of Paulson Investment Company, a 40-year-old full service investment banking firm. In addition, Mr. Schreiber serves as a director and partner of Long Island Express North, an elite lacrosse training organization for teams and individuals. He also volunteers on the board of directors for Fox Lane Youth Lacrosse, a community youth program. Mr. Schreiber is a brief descriptiongraduate of Johns Hopkins University, where he received a Bachelor’s Degree in Political Science.

Joshua Silverman has been our director since September 6, 2018 and currently serves as our lead independent director. Mr. Silverman currently serves as the managing member of Parkfield Funding LLC. Mr. Silverman was the co-founder, and a principal and managing partner of Iroquois Capital Management, LLC (“Iroquois”), an investment advisory firm. Since its inception in 2003 until July 2016, Mr. Silverman served as co-chief investment officer of Iroquois. While at Iroquois, he designed and executed complex transactions, structuring and negotiating investments in both public and private companies and has often been called upon by the companies solve inefficiencies as they relate to corporate structure, cash flow, and management. From 2000 to 2003, Mr. Silverman served as co-chief investment officer of Vertical Ventures, LLC, a merchant bank. Prior to forming Iroquois, Mr. Silverman was a director of Joele Frank, a boutique consulting firm specializing in mergers and acquisitions. Previously, Mr. Silverman served as assistant press secretary to the president of the backgroundUnited States. Mr. Silverman currently serves as a director of Ayro Inc., Protagenic Therapeutics, and business experienceNeurotrope, Inc., all of each of our executive officers and directors.

Howard R. Yeaton has been the Managing Principal of Financial Consulting Strategies, LLC since 2003, a firm serving principally early stagewhich are public companies with financial reporting support and other related strategic services. From 2005 to November 1, 2019, Mr. Yeatoncompanies. He previously served as a director Vice Chairman and Chairman of the audit committee for Stewardship FinancialNational Holdings Corporation a community bank. Mr. Yeaton has served as Interim Chief Financial Officer of Propel Media, Inc. since 2014 and, from July 2014 to July 2015,through August 2016 and as a director of Marker Therapeutics, Inc. from August 2016 until October 2018. Mr. Yeaton served as Interim Chief Financial Officer of Energous Corporation, a public company listed on the Nasdaq Capital Market; both clients of Financial Consulting Strategies, LLC. In addition, prior to founding Financial Consulting Strategies, LLC, Mr. Yeaton servedSilverman received his B.A. from Lehigh University in various financial leadership positions for Konica and Teco Energy. Mr. Yeaton began his career with Deloitte, an international accounting and auditing firm.1992.

Mr. Yeaton has a BS in accounting from Florida State University in Tallahassee, FL, and a Master’s in Business Administration from the University of Connecticut in Storrs, CT.

Bill J. White has been our director since August 8, 2017. Mr. White has more than 30 years of experience in financial management, operations and business development. He currently serves as Chief Financial Officer, Treasurerchief financial officer, treasurer and Secretarysecretary of Intellicheck Mobilisa, Inc (NYSE:IDN)Inc., a technology company listed on the NYSE MKT. Prior to working at Intellicheck Mobilisa, Inc., he served 11 years as the Chief Financial Officer, Secretarychief financial officer, secretary and Treasurertreasurer of FocusMicro, Inc. (“FM”). As co-founder of FM, Mr. White played an integral role in growing the business from the company’s inception to over $36 million in annual revenue in a five-year period. Mr. White has broad domestic and international experience including managing rapid and significant growth, import/export, implementing tough cost management initiatives, exploiting new growth opportunities, merger and acquisitions, strategic planning, resource allocation, tax compliance and organization development. Prior to co-founding FM, he served 15 years in various financial leadership positions in the government sector. Mr. White started his career in Public Accounting.

Mr. White holds a Bachelor of Arts in Business Administration from Washington State University and is a Certified Fraud Examiner.

Mr. White was selected to serve on the Board of Directors in part because of his significant financial and accounting experience with public companies.

Christopher C. Schreibercombines over 30 years of experience in the securities industry. As the Managing Director of Capital Markets at Taglich Brothers, Inc., Mr. Schreiber builds upon his extensive background in capital markets, deal structures, and syndications. Prior to his time at Taglich Brothers, he was a member of the board of directors of Paulson Investment Company, a 40-year-old full service Investment Banking firm. In addition, Mr. Schreiber serves has a director and partner of Long Island Express North, an elite lacrosse training organization for teams and individuals. He also volunteers on the board of directors for Fox Lane Youth Lacrosse, a community youth program.

Mr. Schreiber is a graduate of Johns Hopkins University, where he received a Bachelor’s Degree in Political Science.

Mr. Schreiber was selected to serve on the Board in part because of his significant experience in capital markets and knowledge of the Company.

Joshua Silverman currently serves as the Managing Member of Parkfield Funding LLC. Mr. Silverman was the co-founder, and a Principal and Managing Partner of Iroquois Capital Management, LLC, an investment advisory firm. Since its inception in 2003 until July 2016, Mr. Silverman served as Co-Chief Investment Officer of Iroquois. While at Iroquois, he designed and executed complex transactions, structuring and negotiating investments in both public and private companies and has often been called upon by the companies solve inefficiencies as they relate to corporate structure, cash flow, and management. From 2000 to 2003, Mr. Silverman served as Co-Chief Investment Officer of Vertical Ventures, LLC, a merchant bank. Prior to forming Iroquois, Mr. Silverman was a Director of Joele Frank, a boutique consulting firm specializing in mergers and acquisitions. Previously, Mr. Silverman served as Assistant Press Secretary to The President of the United States. Mr. Silverman currently serves as a director of DropCar, Inc. (NASDAQ:DCAR), Protagenic Therapeutics, Inc. (OTCPK:PTIX), and Neurotrope, Inc. (NASDAQ:NTRP), all of which are public companies. He previously served as a Director of National Holdings Corporation from July 2014 through August 2016.

Mr. Silverman received his B.A. from Lehigh University in 1992.

Mr. Silverman was selected to serve of the Board of the Company in part because of his significant expertise in capital markets, corporate structure and management.

Robert C. Schroeder has been our director since November 1, 2019. Mr. Schroeder is currently serves as the Vice Presidentvice president of Investment Bankinginvestment banking at Taglich Brothers, a brokerage firm, and specializes in advisory services and capital raising for small public and private companies. Prior to his time at Taglich Brothers, Mr. Schroeder served as a Senior Equity Analyst publishing sell-side research on publicly traded companies and served in various other positions in the brokerage and public accounting industry. Mr. Schroeder currently serves on the board of directors of publicly traded Intellinetics, Inc., a document solutions software development, sales and marketing company, Air Industries Group (NYSE:AIRI), a manufacturer of aerospace parts and assemblies, and Decisionpoint Systems, Inc., a leading provider and integrator of Enterprise Mobility, Wireless Applications and RFID solutions.

Mr. Schroeder received a B.S. degree in accounting and economics from New York University.

The Board believes Mr. Schroeder was selectedis well qualified to serve on the Board of Directors due to his leadership skills, capital markets expertise, and extensive experience as a director of the board for other public companies.

Family Relationships

There are no family relationships between any of our officers or directors.

Required Vote and Board Recommendation

If a quorum is present and voting, the four Company Nominees receiving the highest number of votes will be elected as directors. If you hold your shares in your own name and abstain from voting on the election of directors, your abstention will have no effect on the vote. If you hold your shares through a broker and you do not instruct the broker on how to vote for the four Company Nominees, your broker will not have the authority to vote your shares. Abstentions and broker non-votes will each be counted as present for purposes of determining the presence of a quorum but will not have any effect on the outcome of the vote.

CORPORATE GOVERNANCE

Akers, with the oversight of the Board Qualificationsand its committees, operates within a comprehensive plan of corporate governance for the purpose of defining independence, assigning responsibilities, setting high standards of professional and personal conduct and assuring compliance with such responsibilities and standards. We regularly monitor developments in the area of corporate governance.

Proposed Corporate Governance Reforms

On May 28, 2020, the United Stated District Court for the District of New Jersey approved that certain Amended Stipulation and Agreement of Settlement, dated October 1, 2019 (the “Settlement”) among the settling parties in connection with a consolidated shareholder derivative action, Case No.: 2:18-cv-15992. Pursuant to the Settlement, we intend to make various modifications to our corporate governance and business ethics practices as further discussed below.

Code of Business Ethics and Conduct and Whistleblower Policy

We have adopted a Code of Business Ethics and Conduct, which applies to our Board, our executive officers and our employees, outlines the broad principles of ethical business conduct we adopted, covering subject areas such as, compliance with applicable laws and regulations, handling of books and records, public disclosure reporting, insider trading, conflicts of interest, competition and fair dealing, and other violations. Our Code of Business Ethics and Conduct is available on our website at www.akersbio.com in the “Corporate Governance” section found under the “Investor Center” tab. Pursuant to the Settlement, we intend to conduct review of our Code of Business Ethics and Conduct on an annual basis and to monitor compliance. We intend to disclose any amendments to, or waivers from, our Code of Business Ethics and Conduct at the same website address provided above.

In addition, pursuant to the Settlement, we expect to adopt a Whistleblower Policy to encourage employees, officers and directors to bring forward ethical and legal violations. When and if adopted, we will disclose a copy of the Whistleblower Policy at the same website address provided above.

Pursuant to the Settlement, we are required to form a Risk and Disclosure Committee, which will be served by the members of the Audit Committee, which will review our ethics and risk program and internal controls over compliance and identify and recommend to the Board any changes that is deemed necessary. We anticipate that the Risk and Disclosure Committee will also monitor compliance with our Code of Business Ethics and Conduct, review and evaluate our public disclosures and disclosure controls and procedures and handle any whistleblower complaints.

Board Composition and Committees

Our Board has not formally established any specific, minimum qualifications that must be met by eachAmended and Restated Certificate of its officers or directors or specific qualities or skills that are necessary for one or more of its officers or members of the board of directors to possess. However, we expect to generally evaluate the following qualities: educational background, diversity of professional experience, including whether the person is a current or was a former chief executive officer or chief financial officer of a public company or the head of a division of a prominent organization, knowledge of our business, integrity, professional reputation, independence, wisdom,Incorporation, as amended (the “Charter”), and ability to represent the best interests of our stockholders.

Our officers and board of directors will be composed of a diverse group of leaders in their respective fields. Many of these officers or directors have senior leadership experience at various companies. In these positions, they have also gained experience in core management skills, such as strategic and financial planning, public company financial reporting, compliance, risk management, and leadership development. Many of our officers and directors also have experience serving on boards of directors and/or board committees of other public companies and private companies, and have an understanding of corporate governance practices and trends, which provides an understanding of different business processes, challenges, and strategies. Further, these officers and directors also have other experience that makes them valuable, such as managing and investing assets.

We, along with our officers and directors, believe that the above-mentioned attributes, along with the leadership skills and other experiences of our officers and board members described above, provide us with a diverse range of perspectives and judgment necessary to facilitate our goals of shareholder value appreciation through organic and acquisition growth.

Number and Terms of Office of Officers and Directors

Our Board currently has four members (i) Joshua Silverman, (ii) Christopher C. Schreiber, (iii) Bill J. White and (iv) Robert C. Schroeder. All of our directors will serve until our Annual Meeting and until their successors are elected and qualified or until their earlier incapacity, removal or resignation. Joshua Silverman, Bill J. White, Christopher C. Schreiber and Robert C. Schroeder are nominated for reelection to the Board.

Our officers are appointed by the Board and serve at the discretion of the Board, rather than for specific terms of office. Our Board is authorized to appoint persons to the offices set forth in our Amended and Restated Bylaws, as it deems appropriate.

Corporate Governance

Director Independence

Theamended (“Bylaws”) provide that our Board evaluates the independencewill consist of each nominee forno more than election as(11) and no less than two (2) members, such number of directors to be determined from time to time pursuant to a director of our Company in accordance with the Listing Rules (the “Nasdaq Listing Rules”) of the Nasdaq Stock Market LLC (“Nasdaq”). Pursuant to these rules,resolution adopted by a majority of our Board must be “independent directors” within the meaningtotal number of authorized directors. Vacancies or newly created directorships resulting from an increase in the authorized number of directors elected by all of the Nasdaq Listing Rules, and allstockholders having the right to vote as a single class may be filled by a majority of the directors who sit on our Audit Committee, Nominating and Corporate Governance Committee and Compensation Committee must also be independent directors.then in office, although less than a quorum, or by a sole remaining director.

The Nasdaq definitionWe have no formal policy regarding Board diversity. Our Board believes that each director should have a basic understanding of “independence” includes a series of objective tests, such as the director or director nominee is not,principal operational and was not during the last three years, an employeefinancial objectives and plans and strategies of the Company, our results of operations and has not received certain paymentsfinancial condition and relative standing in relation to our competitors. We take into consideration the overall composition and diversity of the Board and areas of expertise that director nominees may be able to offer, including business experience, knowledge, abilities and customer relationships. Generally, we will strive to assemble a Board that brings to us a variety of perspectives and skills derived from or engagedbusiness and professional experience as we may deem are in various typesour and our stockholders’ best interests. In doing so, we will also consider candidates with appropriate non-business backgrounds.

Director Independence

We are currently listed on the NASDAQ Capital Market and therefore rely on the definition of business dealings with,independence set forth in the Company. In addition, as further required by the NasdaqNASDAQ Listing Rules (“NASDAQ Rules”). Under the Board has madeNASDAQ Rules, a subjective determinationdirector will only qualify as to each independent director that no relationships exist which,an “independent director” if, in the opinion of theour Board, that person does not have a relationship that would interfere with such individual’sthe exercise of independent judgment in carrying out his or herthe responsibilities asof a director. In making these determinations, the Board reviewedBased upon information requested from and discussed information provided by each director concerning his background, employment, share ownership, and affiliations with other board members, shareholders, business, contractor and family relationships, as well as the directors with regardamount of the compensation we pay to each director’s business and personal activities as they may relate to Company and its management.

The board affirmativelydirector, we have determined that JoshuaMr. Silverman, Bill J.Mr. White and Robert C.Mr. Schroeder have no material relationships with us that would interfere with the exercise of independent judgment and are “independent” directors,“independent directors” as that term is defined in the NASDAQ Stock MarketListing Rules.

Pursuant to the Settlement, we also intend to adopt amendments to our Bylaws to require that at least 50% of the Board will qualify as “independent directors” under the NASDAQ Rules and that the Chairman of the Board will be an independent director. Currently, more than 50% of the Board qualify as “independent directors” under the NASDAQ Rules.

Board Committees, Meetings and Attendance

During 2019, the Board met in person and telephonically 5 times during 2019 and also acted by unanimous written consent. We expect our directors to attend Board meetings, meetings of any committees and subcommittees on which they serve, and each annual meeting of stockholders, either in person or by teleconference. During 2019, each director attended at least seventy-five percent (75%) of the total number of meetings held by the Board and Board committees of which such director was a member. All four of the directors attended our 2019 annual meeting of stockholders. Pursuant to the Settlement, we intend to adopt amendments to our Bylaws to require (i) attendance of each member of the Board at our annual meeting of shareholders in person, absent extraordinary circumstances and (ii) no less than four (4) executive session per year among independent directors following each Board meeting.

The Board held approximately five meetings in 2018. No director attended, either in person or via telephone, fewer than 50% ofdelegates various responsibilities and authority to different Board committees. Committees regularly report on their activities and actions to the aggregate of all meetings offull Board. Currently, the Board for which at the time of the meeting they werehas established an Audit Committee, a member of the Board. The Board also approved certain actions by unanimous written consent.

There are three committees of the Board: the Audit Committee; theCompensation Committee and a Nominating and Corporate Governance Committee; andCommittee. Committee assignments are re-evaluated annually. Each of these committees operates under a charter that has been approved by our Board. The current charter of each of these committees is available on our website at www.akersbio.com in the Compensation Committee.

Audit Committee“Corporate Governance” section under “Investor Center.” Pursuant to the Settlement, we intend to adopt several amendments to the committee charters. We intend to disclose any amendments to, the charters of these committees at the same website address provided above.

We have an Audit Committee established in accordance with Section 3(a)(58)(A)As of July 13, 2020, the following table sets forth the membership of each of the Exchange Act. The members of our Audit Committee are currently Bill J. White, Joshua Silverman and Robert C. Schroeder to serve on the Audit Committee, subject to their election to the Board. Mr. White serves asBoard committees listed above.

*Executive Chairman of the Board

Audit Committee. Each of the current and newly appointedCommittee

Our Audit Committee members is “independent” within the meaning of Rule 10A-3 under the Exchange Act and the NASDAQ Stock Market Rules. Mr. White will serves as the “audit committee financial expert” as such term is defined in Item 407(d)(5) of Regulation S-K.

The Audit Committee oversees our accounting and financial reporting processes and oversees the audit of our financial statements and the effectiveness of our internal control over financial reporting. The specific functions of the Audit Committee include, but are not limited to:expected to be responsible for, among other matters:

TheOur Audit Committee held approximately four meetings in 2018. Allis composed of Bill J. White (chairman), Joshua Silverman and Robert C. Schroeder. Our Board has determined that each of the current members of the Audit Committee attended, eitheris independent in person or via telephone, at least 50%accordance with NASDAQ Rules and Rule 10A-3 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Our Board has also reviewed the aggregateeducation, experience and other qualifications of all meetings of the Audit Committee, for which at the time of the meeting they were aeach member of the Audit Committee. Based upon that review, our Board has determined that Mr. White qualifies as an “audit committee financial expert,” as defined by the rules of the SEC. The Audit Committee met four times during 2019.

Compensation Committee

The members of our Compensation Committee are currently Bill J. White and Joshua Silverman. Mr. Silverman currently serves as Chairman of the Compensation Committee. Each of the current is “independent” within the meaning of the NASDAQ Stock Market Rules. In addition, each current and new member of our Compensation Committee qualifies as a “non-employee director” under Rule 16b-3 of the Exchange Act. Our Compensation Committee assists the Board in the discharge of its responsibilities relatingis expected to the compensation of the Board and our executive officers.

The Compensation Committee’s compensation-related responsibilities include, but are not limited to:be responsible for, among other matters:

Our Compensation Committee is composed of Joshua Silverman (chairman) and Bill J. White. Our Board has determined that each of the current members of the Compensation Committee is independent in accordance with NASDAQ Rules. The Compensation Committee may delegate the determination with respect to persons other than officers to the Chief Executive Officer but will approve the aggregate amount granted to all employees and all new hire grants. The Compensation Committee met one time during 2019. We did not engage any consultants in determining or recommending the amount or form of executive and director compensation during 2019.

Nominating and Corporate Governance Committee

Our Nominating and Corporate Governance Committee is expected to be responsible for, among other matters:

The Compensation Committee held approximately four meetings in 2018 and acted by written consent. All members of the Compensation Committee attended, either in person or via telephone, at least 50% of the aggregate of all meetings of the Compensation Committee.

Nominating and Corporate Governance Committee

The members of ourOur Nominating and Corporate Governance Committee are currentlyis composed of Bill J. White and Joshua Silverman. The Nominating and Corporate Governance Committee does not currently have a chairman. Each of the current appointed Nominating and Corporate Governance Committee members is “independent” within the meaning of the NASDAQ Stock Market Rules. The purposeNominating and Corporate Governance Committee met one time during 2019.

Director Nominations

Our Nominating and Corporate Governance Committee considers all qualified candidates identified by members of the Board, by senior management and by stockholders. The Nominating and Corporate Governance Committee follows the same process and uses the same criteria for evaluating candidates proposed by stockholders, members of the Board and members of senior management. We did not pay fees to any third party to assist in the process of identifying or evaluating director candidates during 2019.

Our Charter and Bylaws contain provisions that address the process by which a stockholder may nominate an individual to stand for election to the Board at our Annual Meeting. Any stockholder recommendations for consideration by the Nominating and Corporate Governance Committee should include the candidate’s name, biographical information, information regarding any relationships between the candidate and the Company within the last three years, a description of all arrangements between the candidate and the recommending stockholder and any other person pursuant to which the candidate is being recommended, a written indication of the candidate’s willingness to recommend to the Board nominees for election as directors and persons to be elected to fill any vacanciesserve on the Board, developany other information required to be provided under securities laws and recommendregulations, and a set of corporate governance principles and overseewritten indication to provide such other information as the performance of the board.

The Nominating and Corporate Governance Committee’s responsibilities include:Committee may reasonably request. Stockholder recommendations to the Board should be sent to:

Akers Biosciences, Inc.

201 Grove Road

Thorofare, New Jersey 08086

Attention: Secretary

Such nomination must satisfy the notice, information and consent requirements set forth in our Charter and Bylaws and must be received by us prior to the date set forth under “Submission of Future Stockholder Proposals” below.

In evaluating director nominees, the Nominating and Corporate Governance Committee considers the following factors:

Our Board believes that each director should have a basic understanding of our principal operational and financial objectives and plans and strategies, our results of operations and financial condition and our relative standing in relation to our competitors.

In identifying director nominees, the Board will first evaluate the current members of the Board willing to continue in service. Current members of the Board with skills and experience that are relevant to our business and who are willing to continue in service will be considered for re-nomination.

If any member of the Board does not wish to continue in service or if the Board decides not to re-nominate a member for re-election, the Nominating and Corporate Governance Committee will seek to identify new candidates for the Board. The Nominating and Corporate Governance Committee may delegate anyshall then initially evaluate a prospective nominee on the basis of its responsibilities to subcommittees as it deems appropriate. The Nominating and Corporate Governance Committee is authorized to retain independent legalhis or her resume and other advisors, and conduct or authorize investigations into any matter withinbackground information that has been made available to the scope of its duties.

The Nominating and Corporate Governance Committee held approximately one meeting(s) in 2018. The meetingcommittee. A member of the Nominating and Corporate Governance Committee was attended by all members ofwill contact for further review those candidates who the committee believes are qualified, who may fulfill a specific board need and who would otherwise best make a contribution to the Board. If, after further discussions with the candidate, and other further review and consideration as necessary, the Nominating and Corporate Governance Committee.Committee believes that it has identified a qualified candidate, it will make a recommendation to the Board.

Family RelationshipsBoard Leadership Structure and Role in Risk Oversight

Our Board currently consists of four directors with Chris C. Schreiber appointed as the Executive Chairman of the Board. Currently, the positions of Chairman of the Board and principal executive officer are filled by Mr. Schreiber, coupled with a lead independent director position to further strengthen the leadership structure. The Board acknowledges that there are different leadership structures that could allow it to effectively oversee the management of the risks relating to the Company’s operations. However, our Board believed that having Mr. Schreiber as the Executive Chairman of the Board provided an efficient and effective leadership model for the Company, as such structure allowed our independent directors to share responsibility in leading the Board, while allowing our Executive Chairman of the Board to focus primarily on managing the operations of the Company.

Josh Silverman has been serving as the lead independent director of the Company since November 1, 2019. The lead independent director is primarily responsible for serving as the principal liaison between the independent directors of the Board and the Executive Chairman of the Board, assisting in the development and implementation of the strategies, goals and objectives of the Company established by the Board and oversee the assessment of the performance of the principal executive officer.

Our Audit Committee has primarily been responsible for overseeing the Company’s risk management processes on behalf of the full Board. The Audit Committee receives reports from management concerning the Company’s assessment of risks. In addition, the Audit Committee reports regularly to the full Board, which also considers the Company’s risk profile. The Audit Committee and the full Board focus on the most significant risks facing the Company and the Company’s general risk management strategy. In addition, as part of its oversight of our Company’s executive compensation program, the Compensation Committee considers the impact of such program, and the incentives created by the compensation awards that it administers, on our Company’s risk profile. In addition, the Compensation Committee reviews all of our compensation policies and procedures, including the incentives that they create and factors that may reduce the likelihood of excessive risk taking, to determine whether they present a significant risk to our Company. The Compensation Committee has determined that, for all employees, our compensation programs do not encourage excessive risk and instead encourage behaviors that support sustainable value creation.

Pursuant to the Settlement, we intend to adopt amendments to our Bylaws to separate the roles of Chairman of the Board and Chief Executive Officer prior to November 28, 2020. The Settlement requires that by November 28, 2020, our Chairman of the Board and Chief Executive Officer positions shall be occupied by different individuals, and that the Chairman of the Board will be held by an independent director. Furthermore, the role of the Chairman of the Board is expected to be rotated among the independent directors every five 5 years.

We also expect to establish a Risk and Disclosure Committee, which will be primarily responsible for overseeing the Company’s ethics and risk program and internal controls over compliance. In addition, the Risk and Disclosure Committee will report to the full Board, which also considers the Company’s risk profile.

Communications with Directors

Stockholders and other interested parties may send correspondence by mail to the full Board or to individual directors. Stockholders should address such correspondence to the Board or the relevant Board members in care of: Akers Biosciences, Inc., 201 Grove Road Thorofare, New Jersey USA 08086, Attention: Secretary.

All such correspondence will be compiled by our Secretary and forwarded as appropriate. In general, correspondence relating to corporate governance issues, long-term corporate strategy or similar substantive matters will be forwarded to the Board, one of the committees of the Board, or a member thereof for review. Correspondence relating to the ordinary course of business affairs, personal grievances, and matters as to which we tend to receive repetitive or duplicative communications are usually more appropriately addressed by the officers or their designees and will be forwarded to such persons accordingly. If the amount of correspondence received through the foregoing process becomes excessive, our Board may consider approving a process for review, organization and screening of the correspondence by our Secretary or another appropriate person.

Involvement in Certain Legal Proceedings

There have been no material legal proceedings that would require disclosure under the federal securities laws that are no family relationships between anymaterial to an evaluation of the ability or integrity of our directors or executive officers, or directors.in which any director, officer, nominee or principal stockholder, or any affiliate thereof, is a party adverse to us or has a material interest adverse to us.

DIRECTOR COMPENSATION

Compensation Committee Interlocks and Insider Participation

No member ofThe following table presents the Compensation Committee has ever been an officer or employee of Akers. None of Akers’ executive officers serve, or havetotal compensation for each person who served during the last fiscal year, as a member of our Board during 2019. Other than as set forth in the boardtable and described more fully below, we did not pay any compensation, reimburse any expense of, make any equity awards or non-equity awards to, or pay any other compensation to any of the other members of our Board in such period.

Director Compensation Table