UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders.
On August 6, 2024, Aptevo Therapeutics Inc. (the “Company”) held its 2024 Special Meeting of Stockholders (the “Special Meeting”), at which a quorum was present. Stockholders considered three proposals outlined below, each of which is described in more detail in the Company’s definitive proxy statement for the Special Meeting filed with the Securities and Exchange Commission on July 15, 2024 (the “Proxy Statement”). The final voting results with respect to each of the proposals acted upon at the 2024 Special Meeting are set forth below.
Proposal 1: Approval of the Company's Amended and Restated Certificate of Incorporation
The Company's Amended and Restated Certificate of Incorporation was not approved based on the following votes:
FOR* |
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AGAINST |
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ABSTAIN |
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BROKER NON-VOTES |
929,933 |
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554,853 |
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24,490 |
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0 |
*This proposal requires the affirmative vote from a majority of the holders of common stock outstanding on the record date for the Special Meeting in order to pass and such proposal received less than a majority of such votes and thus did not pass.
Proposal 2: Approval of the stock issuance and warrant proposal
The issuance of more than 19.99% of our outstanding Common Stock, issuable upon the exercise of Common Warrants issued pursuant to that certain Securities Purchase Agreement, dated as of June 28, 2024, which includes an exercise price adjustment provision in the event of a share split, share dividend, share combination or other such event as described in the Common Warrants and to approve the Amended Existing Warrants to include the same exercise price adjustment provision that provides for the adjustment of the exercise price in the event of a share split, share dividend, share combination or other such event as described in the Amended Existing Warrants and the repricing of certain existing warrants of the Company pursuant to the Securities Purchase Agreement, was approved based on the following votes:
FOR |
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AGAINST |
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ABSTAIN |
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BROKER NON-VOTES |
306,069 |
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283,207 |
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10,620 |
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909,380 |
Proposal 3: Authorization to adjourn the Special Meeting
The authorization to adjourn the Special Meeting to a later date, if necessary or appropriate, was approved based on the following votes:
FOR |
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AGAINST |
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ABSTAIN |
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BROKER NON-VOTES |
926,978 |
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561,064 |
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21,234 |
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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.
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APTEVO THERAPEUTICS INC. |
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Date: |
August 7, 2024 |
By: |
/s/ Marvin L. White |
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Marvin L. White |