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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): January 26, 2022

 

LANNETT COMPANY, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

Commission File No. 001-31298

 

State of Delaware   23-0787699
(State of Incorporation)   (I.R.S. Employer I.D. No.)

 

1150 Northbrook Drive, Suite 155

Trevose, PA 19053

(215) 333-9000

(Address of principal executive offices and telephone number)

 

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, $0.001 par value   LCI   New York 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

 

At the Annual Meeting of Stockholders (“the Annual Meeting”) of Lannett Company, Inc. (the “Company”) held on January 26, 2022, four proposals were voted on by the Company’s stockholders. The proposals are described in detail in the Company’s definitive proxy statement filed on December 10, 2021 in connection with the Annual Meeting. A brief description of the proposals and the final results of the votes for these matters are as follows:

 

1.The stockholders elected all six director nominees to serve as members of the Company’s board of directors until the Company’s next Annual Meeting of Stockholders and until their respective successors have been duly elected and qualified.

 

The number of votes cast for or withheld, for each nominee, was as follows:

 

   Votes For   Votes Withheld 
Patrick G. LePore   20,930,729    1,017,001 
           
John C. Chapman   16,960,363    4,987,367 
           
Timothy C. Crew   21,186,174    761,556 
           
David Drabik   16,539,232    5,408,498 
           
Jeffrey Farber   21,142,096    805,634 
           
Dr. Melissa Rewolinski   16,875,578    5,072,152 

 

2.The stockholders ratified the appointment of Grant Thornton, LLP as independent auditors. The number of votes cast for, against, or abstained was as follows:

 

Votes For: 29,526,027

 

Votes Against: 532,866

 

Abstain: 79,123

 

3.The stockholders approved, on a non-binding advisory basis, the Fiscal 2021 compensation of the Company’s named executive officers. The number of votes cast for, against, or abstained was as follows:

 

Votes For: 19,813,671

 

Votes Against: 2,013,569

 

Abstain: 120,490

 

4.The stockholders approved the Lannett Company, Inc. 2022 Employee Stock Purchase Plan. The number of votes cast for, against, or abstained was as follows:

 

Votes For: 20,170,393

 

Votes Against: 1,646,234

 

Abstain: 131,103

 

 

 

 

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.

 

LANNETT COMPANY, INC  
   
By: /s/ Samuel H. Israel  
  Chief Legal Officer and General Counsel  
  Date: January 27, 2022