Item 1.01 Entry into a Material Definitive Agreement.

On June 4, 2021, effective as of June 2, 2021, Enzon Pharmaceuticals, Inc. (the "Company") entered into the First Amendment to the Section 382 Rights Agreement (the "First Amendment"), which amends the Section 382 Rights Agreement, dated as of August 14, 2020 (the "Rights Agreement"), by and between the Company and Continental Stock Transfer & Trust Company, as rights agent. Following ratification by the stockholders of the Rights Agreement, and the intended amendment to the expiration date of the Rights Agreement, at the Company's 2021 annual meeting held on June 2, 2021, the Company entered into the First Amendment to extend the Final Expiration Date (as defined in the Rights Agreement) of the rights issued pursuant to the Rights Agreement from the close of business on August 13, 2021 to the close of business on June 2, 2024, effective as of June 2, 2021. Except for the extension of the Final Expiration Date, the Rights Agreement otherwise remains unmodified.

The First Amendment was not adopted as a result of, or in response to, any effort to acquire control of the Company. The First Amendment has been adopted to better align the term of the Rights Agreement with the Company's annual meeting schedule and in an effort to protect stockholder value by attempting to protect against a possible limitation on the Company's ability to use its operating loss carry-forwards for United States federal income tax purposes and other tax benefits.

The foregoing description does not purport to be complete and is qualified in its entirety by reference to the complete text of the Rights Agreement, which was filed with the U.S. Securities and Exchange Commission as Exhibit 4.1 to the Current Report on Form 8-K filed on August 14, 2020 and the First Amendment, a copy of which is attached as Exhibit 4.1 hereto and incorporated herein by reference.

Item 3.03 Material Modification to Rights of Security Holders.

The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.03.

Item 5.07 Submission of Matters to a Vote of Security Holders.

The 2021 annual meeting of stockholders of the Company was held on June 2, 2021. At the 2021 annual meeting of stockholders, the Company's stockholders voted on the following matters as described in the Company's proxy materials: (1) the election of three directors, each for a one-year term expiring at the Company's next annual meeting of stockholders and until such director's successor is elected and qualified, (2) the ratification of the appointment of EisnerAmper LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2021, (3) the approval, on an advisory basis, of the compensation of the Company's named executive officers, and (4) the ratification of the Section 382 Rights Plan adopted by the Company's Board of Directors. A total of 56,890,166 shares of common stock were present or represented by proxy at the 2021 annual meeting of stockholders, representing approximately 76% of the total shares of common stock entitled to vote at the 2021 annual meeting of stockholders.

1. Election of Directors - The Company's stockholders elected each of the


    following individuals as a director for a one-year term expiring at the
    Company's next annual meeting of stockholders and until such director's
    successor is elected and qualified, as set forth below:




Nominee              Votes For        Votes Against       Abstentions       Broker Non-Votes
Jordan Bleznick       45,978,676             170,575           209,006             10,531,909
Jennifer McNealey     46,042,326             105,693           210,238             10,531,909
Randolph C. Read      46,036,888             117,621           203,748             10,531,909

2. Ratification of the appointment of EisnerAmper LLP as the Company's


    independent registered public accounting firm for the fiscal year ending
    December 31, 2021 - This proposal was approved as set forth below:




 Votes For        Votes Against       Abstentions
  56,782,378              84,941            22,847

3. Approval, on an advisory basis, of the compensation of the Company's named


    executive officers - This proposal was approved as set forth below:




 Votes For        Votes Against       Abstentions       Broker Non-Votes
  40,895,302           4,654,526           808,429             10,531,909

4. Ratification of the Section 382 Rights Plan adopted by the Company's Board of


    Directors - This proposal was approved as set forth below:




 Votes For        Votes Against       Abstentions       Broker Non-Votes
  42,207,863           3,996,890           153,504             10,531,909

Item 9.01 Financial Statements and Exhibits.






(d)    Exhibits.



Exhibit                                 Description

  4.1        First Amendment to the Section 382 Rights Agreement, dated as of
           June 4, 2021 and effective as of June 2, 2021, by and between Enzon
           Pharmaceuticals, Inc. and Continental Stock Transfer & Trust
           Company.

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