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 31, 2011

OXiGENE, INC.

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation)		0-21990 (Commission File Number)		13-3679168 (I.R.S. Employer Identification No.)

701 Gateway Boulevard, Suite 210, South San Francisco, CA 94080
(Address of principal executive offices)

Registrant’s telephone number, including area code: (650) 635-7000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the obligation of the registrant under any of the following provisions:

o Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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 2011 annual meeting of the stockholders of OXiGENE, Inc. (the “Company”) was held on October 31, 2011 at the Company’s offices in South San Francisco, California. Of the 14,435,245 shares of the Company’s common stock entitled to vote at the meeting, 9,669,587 shares were represented at the meeting in person or by proxy, constituting a quorum. The voting results are presented below.

     1. The Company’s stockholders elected five members to the Board of Directors to hold office until the 2012 annual meeting of stockholders and until their successors are duly elected and qualified. The votes regarding the election of directors were as follows:

Name		Votes For				Votes Withheld				Broker Non-Votes
Tamar D. Howson			1,883,567				57,355				7,728,665
Peter J. Langecker			1,886,990				53,932				7,728,665
Gerald McMahon			1,892,529				48,393				7,728,665
William D. Schwieterman			1,888,310				52,612				7,728,665
Alastair J.J. Wood			1,889,678				51,244				7,728,665

     2. Approval of amendments to the OXiGENE, Inc. 2005 Stock Plan, as amended.

Votes For				Votes Against				Votes Abstained				Broker Non-Votes
	1,803,713				114,665				22,544				7,728,665
3. Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2011.
Votes For				Votes Against				Votes Abstained				Broker Non-Votes
	8,950,619				436,463				282,505				0

Item 8.01 Other Events.

     The Company’s Board of Directors has appointed Peter J. Langecker, M.D., Ph.D., the Company’s President, Chief Executive Officer and an existing director, as Chairman of the Board of Directors effective upon the conclusion of the 2011 annual meeting. The Company’s Board of Directors has also approved the following changes to its committees and set the number of directors at five, all of which became effective upon the conclusion of the 2011 annual meeting: Audit Committee - Tamar D. Howson, William D. Schwieterman and Gerald McMahon (Chair); Nominating and Governance Committee - William D. Schwieterman (Chair), Tamar D. Howson and Gerald McMahon; and Compensation Committee - William D. Schwieterman, Tamar D. Howson (Chair) and Gerald McMahon.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

10.1@		OXiGENE, Inc. 2005 Stock Plan, as amended (incorporated by reference to Exhibit 10.1 to the Company’s Form S-8 filed on October 31, 2011).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.