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
Date of report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
| (Address of Principal Executive Offices) | (Zip Code) |
(Registrant’s telephone number, including area code)
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:
| 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)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol | Name of each exchange on which registered | ||
| The Tel Aviv Stock Exchange |
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 1, 2024, Oramed Pharmaceuticals Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders. The final voting results at the 2024 Annual Meeting of Stockholders are set forth below.
Proposal No. 1 - Re-election of Directors.
The stockholders re-elected the following directors of the Company to hold office until the next annual meeting of stockholders and until their respective successors shall be elected and qualified or until their earlier resignation or removal. The votes were as follows:
| Director Name | For | Against | Abstain | Broker Non-Votes | ||||||||||||
| Dr. Daniel Aghion | 10,090,486 | 117,471 | 54,544 | 7,236,740 | ||||||||||||
| Dr. Miriam Kidron | 10,011,623 | 211,627 | 39,251 | 7,236,740 | ||||||||||||
| Nadav Kidron | 10,007,284 | 216,146 | 39,071 | 7,236,740 | ||||||||||||
| Dr. Arie Mayer | 9,688,466 | 529,929 | 44,106 | 7,236,740 | ||||||||||||
| Yehuda Reznick | 10,050,385 | 138,618 | 73,048 | 7,236,740 | ||||||||||||
| Leonard Sank | 9,435,858 | 764,562 | 62,081 | 7,236,740 | ||||||||||||
| Benjamin Shapiro | 10,120,322 | 112,399 | 29,780 | 7,236,740 | ||||||||||||
Proposal No. 2 – Advisory Vote on the Compensation of the Company’s Named Executive Officers.
The stockholders approved, on a non-binding, advisory basis, the compensation of the Company’s Named Executive Officers as described in the proxy statement, including the “Compensation of Executive Officers and Directors” section, the related compensation tables and other narrative compensation disclosures. The votes were as follows:
| For | Against | Abstain | Broker Non-Votes | |||
| 9,171,779 | 1,016,334 | 74,388 | 7,236,740 |
Proposal No. 3 – Ratification of Independent Registered Public Accounting Firm for the 2024 Fiscal Year.
The stockholders ratified the appointment of Kesselman & Kesselman, certified public accountants in Israel, a member of PricewaterhouseCoopers International Limited, as the independent registered public accounting firm of the Company for the 2024 fiscal year. The votes were as follows:
| For | Against | Abstain | Broker Non-Votes | |||
| 17,323,361 | 119,546 | 56,334 | - |
1
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.
| ORAMED PHARMACEUTICALS INC. | ||
| By: | /s/ Nadav Kidron | |
| Name: | Nadav Kidron | |
| Title: | President and CEO | |
August 2, 2024
2
Cover |
Aug. 01, 2024 |
|---|---|
| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Aug. 01, 2024 |
| Entity File Number | 001-35813 |
| Entity Registrant Name | ORAMED PHARMACEUTICALS INC. |
| Entity Central Index Key | 0001176309 |
| Entity Tax Identification Number | 98-0376008 |
| Entity Incorporation, State or Country Code | DE |
| Entity Address, Address Line One | 1185 Avenue of the Americas |
| Entity Address, Address Line Two | Third Floor |
| Entity Address, City or Town | New York |
| Entity Address, State or Province | NY |
| Entity Address, Postal Zip Code | 10036 |
| City Area Code | 844 |
| Local Phone Number | 967-2633 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Common Stock, par value $0.012 |
| Trading Symbol | ORMP |
| Security Exchange Name | NASDAQ |
| Entity Emerging Growth Company | false |