UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO
SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 15, 2015
CELLCEUTIX CORPORATION |
(Exact Name of Registrant as Specified in Charter) |
Nevada | 001-37357 | 30-0565645 | ||
(State or Other Jurisdiction | (Commission | (IRS Employer |
100 Cummings Center, Suite 151-B | 01915 | |
(Address of Principal Executive Offices) | (Zip Code) |
Registrant's telephone number, including area code: (978) 921-4125
_________________________________________________
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.07 Submission of Matters to a Vote of Security Holders.
Cellceutix Corporation (the "Company") held its 2015 Annual Meeting of Stockholders on December 15, 2015 in Beverly, Massachusetts. At the Annual Meeting, the Company's stockholders voted on: (i) the election of five director nominees, (ii) ratification of Baker Tilly Virchow Krause, LLC as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2016, (iii) the approval, on an advisory basis, of the compensation of the Company's named executive officers, and (iv) an advisory vote on the frequency of future advisory votes on executive compensation. The results of the votes are set forth below.
Proposal No. 1 – Election of Directors
The following nominees were elected as directors by the votes indicated to serve until the Company's next annual meeting of stockholders:
Nominee |
| For |
|
| Withheld |
|
| Broker-Non |
| |||
Leo Ehrlich |
|
| 31,454,057 |
|
|
| 410,683 |
|
|
| 44,221,135 |
|
Krishna Menon |
|
| 31,436,267 |
|
|
| 428,473 |
|
|
| 44,221,135 |
|
Barry Schechter |
|
| 31,381,383 |
|
|
| 483,357 |
|
|
| 44,221,135 |
|
Zorik Spektor |
|
| 31,386,533 |
|
|
| 478,207 |
|
|
| 44,221,135 |
|
Mark R. Tobin |
|
| 31,391,159 |
|
|
| 473,581 |
|
|
| 44,221,135 |
|
Proposal No. 2 – Ratification of Auditors
The proposal to ratify the selection of Baker Tilly Virchow Krause, LLC as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2016 was approved by the stockholders by the following vote:
For |
|
| Against |
|
| Abstain |
|
| Broker-Non |
| |||
| 75,355,034 |
|
|
| 534,430 |
|
|
| 196,411 |
|
| N/A |
| |
Proposal No. 3 – Advisory Vote on Executive Compensation
The proposal to approve, on an advisory basis, the compensation of the Company's named executive officers as described in the proxy statement was approved by the stockholders by the following vote:
For |
|
| Against |
|
| Abstain |
|
| Broker-Non |
| ||||
| 30,115,887 |
|
|
| 1,511,189 |
|
|
| 237,664 |
|
|
| 44,221,135 |
| |
Proposal No.4 – Advisory Vote on the Frequency of Future Votes on Executive Compensation
The vote by the stockholders, on an advisory basis, on the frequency of future advisory votes on executive compensation was as follows:
One Year |
|
| Two Years |
|
| Three Years |
|
| Abstain |
| ||||
| 16,481,501 |
|
|
| 1,168,229 |
|
|
| 14,135,629 |
|
|
| 79,381 |
| |
Determination of Frequency of Future Votes on Executive Compensation
At the Annual Meeting, the Company's Board of Directors recommended, and approximately 52% of the stockholders voting on the proposal (not including 79,381 abstentions) chose, to have the Company hold future advisory votes on executive compensation on an annual basis. In light of the foregoing, the Company intends to hold future advisory votes on executive compensation on an annual basis.
| 2 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| CELLCEUTIX CORPORATION |
| |
| Dated: December 21, 2015 | By: | /s/ Leo Ehrlich |
|
| Name: | Leo Ehrlich |
|
| Title: | Chief Executive Officer and Chief Financial Officer |
|
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