8-K 1 v412162_8-k.htm FORM 8-K

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 28, 2015

 

Repros Therapeutics Inc.

(Exact Name of Registrant as Specified in Charter)

 

Delaware

(State or Other

Jurisdiction of

Incorporation)

 

001-15281

(Commission File

Number)

 

76-0233274

(I.R.S. Employer

Identification No.)

 

2408 Timberloch Place, Suite B-7    
The Woodlands, TX   77380
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (281) 719-3400

 

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)).

 

 
 
Item 5.07.Submission of Matters to a Vote of Security Holders.

 

On May 28, 2015, at the 2015 Annual Meeting of Stockholders (the “2015 Annual Meeting”) of Repros Therapeutics Inc. (the “Company”), the stockholders of the Company voted on (1) the election of six directors, each to serve until the Company’s next annual meeting of stockholders or until their respective successors have been duly elected and qualified, (2) the ratification and approval of the appointment of PricewaterhouseCoopers LLP as the Company’s registered independent public accounting firm for the fiscal year ending December 31, 2015 and (3) an advisory vote to approve, on an advisory basis, the compensation of the Company’s named executive officers. The voting results on these proposals were as follows:

 

Proposal 1.Election of six directors to hold office until the Company’s next annual meeting of stockholders or until their respective successors have been duly elected and qualified.

 

Nominee   Votes For   Withheld   Broker Non-Votes
             
Joseph S. Podolski   9,088,588   1,746,937   9,273,330
Daniel F. Cain   9,065,343   1,770,182   9,273,330
Nola E. Masterson   9,039,544   1,795,981   9,273,330
Saira Ramasastry   9,093,263   1,742,262   9,273,330
Michael Suesserman   9,064,574   1,770,951   9,273,330
Michael G. Wyllie, Ph.D., DSC   8,109,234   2,726,291   9,273,330

 

Proposal 2.Ratification and approval of the appointment of PricewaterhouseCoopers LLP as the Company’s registered independent public accounting firm for the fiscal year ending December 31, 2015.

 

Votes For   Votes Against   Abstentions   Broker Non-Votes
19,971,395   43,552   93,908   --

 

Proposal 3.Approval of an advisory vote to approve, on an advisory basis, the compensation of the Company’s named executive officers.

 

Votes For   Votes Against   Abstentions   Broker Non-Votes
9,189,281   1,622,168   24,076   9,273,330

 

 
 

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.

 

 

  REPROS THERAPEUTICS INC.

 

 

  By: /s/ Katherine Anderson  
    Katherine Anderson
    CFO

 

 

Dated: June 1, 2015