UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): October 23, 2014
Emmaus Life Sciences, Inc.
(Exact Name of Registrant as Specified in Its Charter)
| Delaware | | 000-53072 | | 41-2254389 | | |
(State or Other Jurisdiction | | (Commission File Number) | | (IRS Employer Identification No.) |
| | of Incorporation) | | |
20725 S. Western Avenue, Suite 136, Torrance, CA 90501
(Address, including zip code, off principal executive offices)
Registrant’s telephone number, including area code 310-214-0065
(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.
On October 23, 2014, Emmaus Life Sciences, Inc. (the “Company”) held its 2014 Annual Meeting of Stockholders (the “Annual Meeting”). For more information about the proposals acted upon at the Annual Meeting, see the Company’s definitive Proxy Statement filed with the U.S. Securities and Exchange Commission on September 19, 2014, the relevant portions of which are incorporated herein by reference.
At the Annual Meeting, stockholders representing 18,271,696 shares, or 65.58%, of the 27,863,420 shares of common stock outstanding on the record date of September 18, 2014 were present in person or by proxy, constituting a quorum for the purposes of the Annual Meeting. The matters voted upon at the Annual Meeting and the voting results are as set forth below.
Proposal 1: Election of Directors: The Company’s stockholders elected, by a plurality of the votes cast, each of the seven nominees to the Company’s Board of Directors, to serve until the Company’s 2015 annual meeting of stockholders or until their respective successors have been elected, as follows:
Director Nominee | | Votes For | | Votes Withheld | | Broker Non-Votes | |
Yutaka Niihara, M.D., MPH | | 18,192,904 | | 79,065 | | 0 | |
Henry A. McKinnell, Jr., Ph.D. | | 18,185,532 | | 86,437 | | 0 | |
Tracey C. Doi | | 18,185,532 | | 86,437 | | 0 | |
Duane K. Kurisu | | 18,185,532 | | 86,437 | | 0 | |
Akiko M. Miyashita | | 18,192,904 | | 79,065 | | 0 | |
Phillip M. Satow | | 18,192,904 | | 79,065 | | 0 | |
Mayuran Sriskandarajah | | 18,185,532 | | 86,437 | | 0 | |
Proposal 2: Ratification of Independent Registered Public Accounting Firm: The ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2014 was approved by the Company’s stockholders by the following vote:
For | | Against | | Abstain | | Broker Non-Votes | |
18,089,944 | | 82,065 | | 99,960 | | 0 | |
Proposal 3: Advisory Vote to Approve Executive Compensation
The Company’s stockholders approved, on an advisory, non-binding basis, the compensation of the Company’s named executive officers by the following vote:
For | | Against | | Abstain | | Broker Non-Votes | |
17,606,104 | | 254,366 | | 411,499 | | 0 | |
Proposal 4: Ratification of the Recent Amendment to the 2011 Stock Incentive Plan
The proposal to ratify the amendment to the Company’s 2011 Stock Incentive Plan was approved by the Company’s stockholders by the following vote:
For | | Against | | Abstain | | Broker Non-Votes | |
17,493,108 | | 243,966 | | 534,895 | | 0 | |
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.
| Emmaus Life Sciences, Inc. |
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Date: October 27, 2014 | |
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| By: | /s/ Peter Ludlum | |
| Name: | Peter Ludlum |
| Title: | Chief Financial Officer |
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