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): June 12, 2020

BIOSPECIFICS TECHNOLOGIES CORP.

(Exact Name of Registrant as Specified in Charter)

Registrant’s telephone number, including area code: 516.593.7000

(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):

Securities registered pursuant to Section 12(b) of the Act:

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.  ☐

Introductory Comment

Throughout this Current Report on Form 8-K, the terms “we,” “us,” “our” and “Company” refer to BioSpecifics Technologies Corp.

On June 12, 2020, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment to its Certificate of Incorporation, as amended (the “Charter Amendment”) to increase the number of authorized shares of the Company’s common stock from 10,000,000 shares to 15,000,000 shares. As described below under Item 5.07, the Charter Amendment was approved by the Company’s stockholders at the 2020 Annual Meeting (as defined below). The Charter Amendment is filed herewith as Exhibit 3.1 and is incorporated by reference.

The 2020 annual meeting of stockholders of the Company (the “2020 Annual Meeting”) was held on June 12, 2020 via remote communication. At the 2020 Annual Meeting, the holders of 6,722,687 shares of the Company’s common stock were represented in person or by proxy, thereby constituting a quorum.

Set forth below are the final voting results for each of the matters submitted to a vote of the stockholders of the Company at the 2020 Annual Meeting.

Proposal 1. The stockholders of the Company elected Jennifer Chao, Mark Wegman, and Toby Wegman to the Board of Directors of the Company (the “Board”) to serve as Class III directors until the 2023 annual meeting of stockholders or until he or she resigns, is removed, or otherwise leaves office. The votes were cast as follows:

Proposal 2. The stockholders of the Company approved the ratification of the appointment of EisnerAmper LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020. The votes were cast as follows:

Proposal 3. The stockholders of the Company approved, on a non-binding, advisory basis, the compensation paid to the Company’s named executive officers in 2020. The votes were cast as follows:

Proposal 4. The stockholders of the Company ratified the adoption by the Board of the Rights Agreement, dated April 10, 2020, by and between the Company and Worldwide Stock Transfer, LLC. The votes were cast as follows:

Proposal 5. The stockholders of the Company approved an amendment to the Company’s Certificate of Incorporation, as amended, to increase the authorized number of shares of common stock. The votes were cast as follows:

(d) Exhibits

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.

Dated: June 15, 2020