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): July 23, 2020
Palatin Technologies, Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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001-15543
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95-4078884
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(State
or other jurisdiction
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(Commission
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(IRS
employer
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of
incorporation)
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File
Number)
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identification
number)
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4B Cedar Brook Drive, Cranbury, NJ
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08512
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's
telephone number, including area code: (609) 495-2200
Not Applicable
(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))
Securities
registered pursuant to Section 12(b) of the Act:
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Title
of Each Class
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Trading
Symbol
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Name of
Each Exchange
on
Which Registered
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Common Stock, par value $.01 per share
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PTN
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NYSE American
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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 checkmark 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.
The
Company’s annual meeting of stockholders was reconvened on
July 23, 2020 to consider and vote on an amendment to our
Certificate of Incorporation to effect an increase in authorized
common stock from 300,000,000 shares to 500,000,000 shares
(“Proposal 4”).
Common
stock and Series A convertible preferred stock voted as a single
class on Proposal 4. There were present in person or by proxy
165,221,791 votes, representing a majority of the total outstanding
eligible votes as of the record date for the meeting.
Proposal 4.
Amendment to Certificate of Incorporation to
Increase Authorized Common from 300,000,000 Shares to 500,000,000
Shares. The stockholders did not approve an amendment to the
Company’s Certificate of Incorporation to increase authorized
common from 300,000,000 shares to 500,000,000 shares. Proposal 4
required a majority of all outstanding stock, consisting of common
stock and Series A preferred stock on an as if converted to common
stock basis, entitled to vote at the meeting, and a majority of
outstanding common stock voting as a class. As of the record date
for the meeting there were 229,258,400 shares of common stock
outstanding and 4,030 shares of Series A preferred stock
outstanding, with an aggregate total of 66,059 votes on an as if
converted to common stock basis.
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For
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Against
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Abstain
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88,529,435
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76,036,469
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655,887
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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.
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PALATIN
TECHNOLOGIES, INC.
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Date:
July 24, 2020
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By:
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/s/
Stephen T. Wills
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Stephen
T. Wills, CPA, MST
Executive
Vice President, Chief Financial Officer and Chief Operating
Officer
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