UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________
FORM 8-K/A
(Amendment Number 1)
___________
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):January 8, 2016
OPIANT PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
| Nevada | | 000-55330 | | 46-4744124 |
(State or other jurisdiction of
incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
401 Wilshire Blvd., 12th Floor, Santa Monica, CA 90401
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (424) 252-4756
445 Park Avenue, 9th Floor, New York, NY 10022
(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):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
EXPLANATORY NOTE FOR THE FILING OF FORM 8-K/A
This Form 8-K/A is filed as an amendment to a Current Report on Form 8-K filed on January 7, 2016 by Opiant Pharmaceuticals, Inc. (f/k/a Lightlake Therapeutics Inc.) (the “Company”) regarding its annual meeting of stockholders for the fiscal year ended July 31, 2015 (the “Meeting”). The Meeting was originally scheduled for December 31, 2015. As the Company did not have a quorum on December 31, 2015, the meeting was adjourned to January 8, 2016. This amendment is being filed for the purpose of describing the adjournment and the results of the voting at the Meeting.
Item 5.07 Submission of Matters to a Vote of Security Holders.
On January 8, 2016, the Company held the Meeting. The Meeting was originally scheduled for December 31, 2015. Due to the lack of a quorum, the Meeting was adjourned to 2:30 p.m. (GMT) on January 8, 2016 so that the Company could solicit more proxies. At the Meeting, the stockholders voted on the following seven (7) proposals, described in detail in the Company’s Definitive Proxy Statement for the Meeting filed with the Securities and Exchange Commission on December 3, 2015. On November 16, 2015, the record date for determining which stockholders were entitled to vote at the Meeting, there were 1,871,791 shares of the Company’s common stock, the Company’s only class of voting securities, outstanding. The holders of 52.53% of the Company’s shares of common stock outstanding (983,189) submitted votes by proxy or in person at the Meeting, constituting a quorum.
The following are the final voting results for each of the seven items voted on at the meeting:
Proposal 1 — To Authorize An Amendment To The Company's Articles Of Incorporation To Be Filed With The State By The Board To Create A Class Of Preferred Stock With 10 Million Authorized Shares Of Preferred Stock Or An Amount As Determined By The Board In Its Sole Discretion.
| For | | | Against | | | Abstain/Withhold | | | Broker
Non-Votes | |
| | | | | | | | | | | | | | | |
| | 524,034 | | | | 174,596 | | | | 29,835 | | | | N/A | |
The affirmative vote of a majority of the Company’s outstanding shares did not vote in favor of the Company amending its articles of incorporation with regard to creating a class of preferred stock. This proposal did not pass.
Proposal 2 — To Authorize An Amendment To The Company’s Articles Of Incorporation To Be Filed With The State By The Board To Change The Name Of The Corporation To Opiant Pharmaceuticals, Inc. Or Another Name To Be Determined By The Board In Its Sole Discretion.
| For | | | Against | | | Abstain/Withhold | | | Broker
Non-Votes | |
| | | | | | | | | | | | | | | |
| | 955,240 | | | | 27,864 | | | | 85 | | | | N/A | |
The affirmative vote of a majority of the Company’s outstanding shares voted in favor of the Company amending its articles of incorporation with regard to the name change.
Proposal 3.1 — Election Of Dr. Michael Sinclair As A Director Until Our 2016 Annual Meeting Of Stockholders.
| For | | | Against | | | Abstain/Withhold | | | Broker
Non-Votes | |
| | | | | | | | | | | | | | | |
| | 653,442 | | | | 73,040 | | | | 1,983 | | | | 254,724 | |
Dr. Sinclair received more votes than any other nominee for the same director’s seat. Dr. Sinclair was duly elected to serve as a director of the Company until the Company’s next annual meeting of stockholders or until his successor shall have been duly elected and qualified.
Proposal 3.2 — Election Of Dr. Roger Crystal As A Director Until Our 2017 Annual Meeting Of Stockholders.
| For | | | Against | | | Abstain/Withhold | | | Broker
Non-Votes | |
| | | | | | | | | | | | | | | |
| | 640,115 | | | | 88,150 | | | | 200 | | | | 254,724 | |
Dr. Crystal received more votes than any other nominee for the same director’s seat. Dr. Crystal was duly elected to serve as a director of the Company until the Company’s 2017 annual meeting of stockholders or until his successor shall have been duly elected and qualified.
Proposal 3.3 — Election Of Mr. Kevin Pollack As A Director Until Our 2017 Annual Meeting Of Stockholders.
| For | | | Against | | | Abstain/Withhold | | | Broker
Non-Votes | |
| | | | | | | | | | | | | | | |
| | 680,744 | | | | 47,518 | | | | 203 | | | | 254,724 | |
Mr. Pollack received more votes than any other nominee for the same director’s seat. Mr. Pollack was duly elected to serve as a director of the Company until the Company’s 2017 annual meeting of stockholders or until his successor shall have been duly elected and qualified.
Proposal 3.4 — Election Of Mr. Geoffrey Wolf As A Director Until Our 2016 Annual Meeting Of Stockholders.
| For | | | Against | | | Abstain/Withhold | | | Broker
Non-Votes | |
| | | | | | | | | | | | | | | |
| | 667,096 | | | | 57,936 | | | | 3,433 | | | | 254,724 | |
Mr. Wolf received more votes than any other nominee for the same director’s seat. Mr. Wolf was duly elected to serve as a director of the Company until the Company’s next annual meeting of stockholders or until his successor shall have been duly elected and qualified.
Proposal 4 — Ratification Of The Appointment Of MaloneBailey, LLP.
| For | | | Against | | | Abstain/Withhold | | | Broker
Non-Votes | |
| | | | | | | | | | | | | | | |
| | 923,657 | | | | 58,423 | | | | 1,109 | | | | N/A | |
The appointment of MaloneBailey, LLP as the Company’s independent registered public accounting firm was ratified because there was a quorum and the votes cast “FOR” the proposal exceeded those cast against the proposal.
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.
| | Opiant Pharmaceuticals, Inc. |
| | | |
| Dated: February 17, 2016 | By: | /s/Dr. Roger Crystal |
| | | Name: | Dr. Roger Crystal |
| | | Title: | President and Chief Executive Officer |
