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): June 30, 2017

 

 

PIERIS PHARMACEUTICALS, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Nevada   001-37471   EIN 30-0784346
(State of Incorporation)   (Commission 
File Number)
  (IRS Employer
Identification No.)

255 State Street, 9th Floor

Boston, MA

United States

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: 857-246-8998

 

 

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:

☐ 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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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

(a)    On June 30, 2017, the Company held its Annual Meeting. Of the 43,058,827 shares of Common Stock issued and outstanding and eligible to vote as of the record date of May 8, 2017, a quorum of 28,580,484 shares, or 66.37% of the outstanding shares, were present in person or by proxy.

(b)    The following actions were taken at the Annual Meeting:

1. The following nominees were reelected to serve on the Company’s Board of Directors as Class III Directors until the Company’s 2020 annual meeting of stockholders, based on the following votes:

 

Name

 

Votes For

 

Votes Withheld

 

Broker Non-Votes

Stephen S. Yoder

  14,322,556   334,239   13,923,689

Michael Richman

  14,328,056   328,739   13,923,689

2. The selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2016 was ratified, based on the following votes:

 

Votes For

 

Votes Against

 

Votes Abstained

 

Broker Non-Votes

28,430,629   10,713   139,142   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.

 

Dated: July 5, 2017     PIERIS PHARMACEUTICALS, INC.
    By:   /s/ Lance Thibault
    Name:   Lance Thibault
    Title:   Acting Chief Financial Officer