0000946644-13-000033.txt : 20131018 0000946644-13-000033.hdr.sgml : 20131018 20131018133955 ACCESSION NUMBER: 0000946644-13-000033 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20131018 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20131018 DATE AS OF CHANGE: 20131018 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HEMISPHERX BIOPHARMA INC CENTRAL INDEX KEY: 0000946644 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 520845822 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-27072 FILM NUMBER: 131159028 BUSINESS ADDRESS: STREET 1: 1617 JFK BLVD, SUITE #500 STREET 2: ONE PENN CENTER CITY: PHILADELPHIA STATE: PA ZIP: 19103 BUSINESS PHONE: 215-988-0080 MAIL ADDRESS: STREET 1: 1617 JFK BLVD, SUITE #500 STREET 2: ONE PENN CENTER CITY: PHILADELPHIA STATE: PA ZIP: 19103 8-K 1 a8-kreport101813electionre.htm 8-K 8-K Report (10.18.13) Election Results




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)
October 18, 2013

HEMISPHERX BIOPHARMA, INC.
(Exact name of registrant as specified in its charter)

Delaware
 
0‑27072
 
52-0845822
(state or other juris-
 
(Commission
 
(I.R.S. Employer
diction of incorporation)
 
File Number)
 
(Identification No.)

1617 JFK Boulevard, Suite 500, Philadelphia, PA
 
19103
(Address of principal executive offices)
 
(Zip Code)
 
 
 
Registrant's telephone number, including area code: (215) 988-0080
 
1617 JFK Boulevard, Suite 660, Philadelphia, PA 19103
(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))








Item 5.07 Submission of Matters to a Vote of Security Holders

The Company’s Annual Meeting of Stockholders for 2013 was held on October 18, 2013. The requisite quorum for the meeting of 33.3% was present. At the meeting, stockholders voted as follows:

Election of Directors:

Nominees
For
Withheld
Broker Non-Votes
 
 
 
 
William A. Carter
18,140,207
3,077,710
69,564,045
Thomas K. Equels
18,774,055
2,443,862
69,564,045
William M. Mitchell
17,006,467
4,211,450
69,564,045
Iraj E. Kiani
16,787,204
4,430,713
69,564,045
Peter W. Rodino, III
19,633,622
1,584,295
69,564,045


Ratification of the appointment of McGladrey LLP as our independent accountants:

For: 87,101,794
Against: 2,538,111
Abstain: 1,142,057


Annual, non-binding advisory resolution, by stockholders on the elements of Executive Compensation:

For: 9,289,452
Against: 11,418,922
Abstain: 509,143
Broker Non-Votes: 69,564,045


For more information, please see the October 18, 2013 press released furnished as exhibit 99.1 to this report.


Item 9.01.    Financial Statements and Exhibits.

(d) Exhibits:         Description
99.1
Press release dated October 18, 2013.


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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.

 
 
HEMISPHERX BIOPHARMA, INC.
 
 
 
 
October 18, 2013
 
By:
/s/ Charles T. Bernhardt
 
 
 
Charles T. Bernhardt
 
 
 
Chief Financial Officer


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EX-99.1 2 a8-k101813exhibit991xpress.htm EXHIBIT 99.1 8-K (10.18.13) Exhibit 99.1 - Press Release Election Results


Exhibit 99.1


Company/Investor Contact:            
Dianne Will                     
Hemispherx Biopharma, Inc.             
518-398-6222         
ir@hemispherx.net                


Hemispherx Biopharma Reports on Annual Stockholder Meeting

PHILADELPHIA, PA -- October 18, 2013 -- Hemispherx Biopharma Inc. (NYSE MKT: HEB) announced that it held its 2013 Annual Meeting of Stockholders on October 18, 2013. Final voting results will be included in an 8-K to be filed later today.

Since turnout in prior years has been an issue, the Company reduced the quorum for this meeting to 33.3%. However, for this meeting the Stockholders surpassed the minimum quorum requirement with 54.23% of its outstanding shares voted.

At the meeting, each of the five nominees for Director named in the Company's Proxy Statement was elected to a one-year term and the selection of McGladrey LLP as independent auditors for the fiscal year ending December 31, 2013 was ratified.

Finally, the Stockholders did not approve the annual, non-binding advisory vote on Executive Compensation with 43.78% of the shares cast to affirm the plan.

The Board of Directors extends its appreciation to all those Stockholders who voted.


About Hemispherx Biopharma
Hemispherx Biopharma, Inc. is an advanced specialty pharmaceutical company engaged in the manufacture and clinical development of new drug entities for treatment of seriously debilitating disorders. Hemispherx’s flagship products include Alferon N Injection® and the experimental therapeutics Ampligen® and Alferon® LDO. Ampligen® is an experimental RNA nucleic acid being developed for globally important debilitating diseases and disorders of the immune system, including Chronic Fatigue Syndrome. Hemispherx’s platform technology includes components for potential treatment of various severely debilitating and life threatening diseases. Because both Ampligen® and Alferon® LDO are experimental in nature, they are not designated safe and effective by a regulatory authority for general use and are legally available only through clinical trials. Hemispherx has patents comprising its core intellectual property estate and a fully commercialized product (Alferon N Injection®), approved for sale in the U.S. and Argentina. The Company’s Alferon® approval in Argentina includes the use of Alferon N Injection® (under the brand name “Naturaferon”) for use in any patients who fail or become intolerant to recombinant interferon, including patients with chronic active hepatitis C infection. The approval for Alferon N Injection® in the United States is limited to the treatment of refractory or recurrent external genital warts in patients 18 years of age or older. The Company wholly owns and exclusively operates a GMP certified manufacturing facility in the United States for commercial products. For more information please visit http://www.hemispherx.net/.


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