8-K 1 d585564d8k.htm 8-K 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): May 8, 2018

 

 

ContraFect Corporation

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-36577   39-2072586

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification Number)

28 Wells Avenue, 3rd Floor, Yonkers, New York 10701

(Address of principal executive offices) (Zip Code)

(914) 207-2300

Registrant’s telephone number, including area code

N/A

(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:

 

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))

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 May 8, 2018, ContraFect Corporation (the “Company”) held its Annual Meeting of Stockholders. A total of 57,088,753 shares of common stock were present in person or represented by proxy at the meeting, representing approximately 77.5% percent of the Company’s outstanding common stock as of the March 14, 2018 record date. The following are the voting results for the proposals considered and voted upon at the meeting, each of which were described in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on March 21, 2018.

Item 1 — Election of seven directors for a term of office expiring on the date of the annual meeting of stockholders in 2019 and until their respective successors have been duly elected and qualified.

 

NOMINEE    Votes FOR    Votes
WITHHELD
   Broker Non-Votes

Steven C Gilman, Ph.D.

       40,576,592        283,196        16,228,965

Sol Barer, Ph.D.

       31,947,783        8,912,005        16,228,965

Isaac Blech

       40,493,087        366,701        16,228,965

David N. Low, Jr.

       40,691,591        168,197        16,228,965

Michael J. Otto, Ph.D.

       40,703,451        156,337        16,228,965

Roger Pomerantz, M.D.

       40,650,644        209,144        16,228,965

Cary W. Sucoff, J.D.

       40,691,591        168,197        16,228,965

Item 2 — Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2018.

 

Votes FOR    Votes AGAINST    Votes ABSTAINED    Broker Non-Votes
56,996,391    62,902    29,460    0

Based on the foregoing votes, the seven director nominees were elected and Item 2 was approved.


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.

 

    CONTRAFECT CORPORATION
Date: May 9, 2018     By:   /s/ Natalie Bogdanos
      Natalie Bogdanos
      General Counsel and Corporate Secretary