0001654954-19-006338.txt : 20190520 0001654954-19-006338.hdr.sgml : 20190520 20190520162941 ACCESSION NUMBER: 0001654954-19-006338 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190516 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20190520 DATE AS OF CHANGE: 20190520 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENDRA Life Sciences Inc. CENTRAL INDEX KEY: 0001681682 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 260579295 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-37969 FILM NUMBER: 19839148 BUSINESS ADDRESS: STREET 1: 3600 GREEN COURT STREET 2: SUITE 350 CITY: ANN ARBOR STATE: MI ZIP: 48105 BUSINESS PHONE: 734-335-0468 MAIL ADDRESS: STREET 1: 3600 GREEN COURT STREET 2: SUITE 350 CITY: ANN ARBOR STATE: MI ZIP: 48105 FORMER COMPANY: FORMER CONFORMED NAME: Endra Inc. DATE OF NAME CHANGE: 20160805 8-K 1 ndra_8k.htm CURRENT REPORT Blueprint
 


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)    May 16, 2019
 
ENDRA Life Sciences Inc.
(Exact name of registrant as specified in its charter)
 
Delaware  
 
001-37969
 
26-0579295
(State or other jurisdiction of incorporation
 
(Commission File Number)
 
(IRS Employer Identification No.)
 
3600 Green Court, Suite 350 Ann Arbor, MI
 
48105
(Address of principal executive offices)
 
(Zip Code)
 
 
 
Registrant's telephone number, including area code
 
(734) 335-0468
 
 
 
(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):
 
☐ 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(s)
Name of each exchange on which registered
Common stock, par value $0.0001 per share
NDRA
The Nasdaq Stock Market LLC
Warrants, each to purchase one shares of Common Stock
NDRAW
The Nasdaq Stock Market LLC
 
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.
 
ENDRA Life Sciences Inc. (the “Company”) held its 2019 Annual Meeting of Stockholders (the “Annual Meeting”) on May 16, 2019. The certified results of the matters voted upon at the meeting, which are more fully described in the Proxy Statement for the 2019 Annual Meeting of Stockholders of the Company as filed with the Securities and Exchange Commission on April 15, 2019, are as follows:
 
Proposal 1 – The Company’s stockholders elected the five directors nominated by the Company’s Board of Directors to serve until the next annual meeting of stockholders and the election of their successors:
 
 
For
 
Withheld
 
Broker Non-Votes
Francois Michelon
1,685,914
 
36,682
 
3,140,270
Anthony DiGiandomenico
1,685,704
 
36,892
 
3,140,270
Dr. Sanjiv Sam Gambhir
1,677,227
 
45,369
 
3,140,270
Michael Harsh
1,671,116
 
51,480
 
3,140,270
Alexander Tokman
1,677,226
 
45,370
 
3,140,270
 
Proposal 2 – The Company’s stockholders ratified the appointment of RBSM LLP by the Audit Committee of the Board of Directors as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019:
 
For
 
Against
 
Abstain
 
Broker Non-Votes
4,738,435
 
25,295
 
63,361
 
0
 
 
 
 
SIGNATURE
 
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.
 
 
ENDRA Life Sciences Inc.
 
 
 
 
 
May 20, 2019
By:  
/s/ Francois Michelon
 
 
Name:  
Francois Michelon 
 
 
Title:  
Chief Executive Officer and Director