UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
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Neurotrope, Inc.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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Neurotrope, Inc.
205 East 42nd Street — 17th Floor
New York, New York 10017
SUPPLEMENT DATED DECEMBER 4, 2017
TO THE PROXY STATEMENT DATED OCTOBER 30, 2017
FOR THE ANNUAL MEETING OF STOCKHOLDERS
TO BE HELD ON DECEMBER 12, 2017
On October 30, 2017, Neurotrope, Inc. (the “Company”) filed a definitive proxy statement (the “Proxy Statement”) with the Securities and Exchange Commission, which was recently distributed in connection with the Company’s Annual Meeting of Stockholders to be held on December 12, 2017 (the “Annual Meeting”).
The Company is providing this supplement solely to correct an inadvertent error in the Proxy Statement. In the description of Proposal 2 under the heading “What Vote is Required to Approve Each Proposal and How are Votes Counted?”, which appears on page 5 of the Proxy Statement, the Company disclosed that “The affirmative vote of a majority of our total issued and outstanding voting capital stock, voting together as a single class, is required to approve the Neurotrope, Inc. 2017 Equity Incentive Plan. Brokerage firms do not have authority to vote customers’ unvoted shares held by the firms in street name on this proposal. As a result, any shares not voted by a customer will be treated as a broker non-vote. Abstentions and broker non-votes will have the same effect as a vote against this proposal.”
The above disclosure incorrectly stated the vote required to approve Proposal 2, which was correctly stated on page 35 of the Proxy Statement. In order to correct the error discussed above, the text below replaces, in its entirety, the description of Proposal 2 under the heading “What Vote is Required to Approve Each Proposal and How are Votes Counted?” on page 5 of the Proxy Statement:
“The affirmative vote of a majority of the votes present or represented by proxy and entitled to vote at the annual meeting is required to approve the Neurotrope, Inc. 2017 Equity Incentive Plan. Brokerage firms do not have authority to vote customers’ unvoted shares held by the firms in street name on this proposal. As a result, any shares not voted by a customer will be treated as a broker non-vote. Such broker non-votes will have no effect on the results of this vote.”
Except as described above, this supplement to the Proxy Statement does not modify, amend, supplement, or otherwise affect the Proxy Statement.
If you have already voted, you do not need to vote again unless you would like to change or revoke your prior vote on any proposal. If you would like to change or revoke your prior vote on any proposal, please refer to the Proxy Statement for instructions on how to do so.
