Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
OnJune 11, 2020 ,Catabasis Pharmaceuticals, Inc. (the "Company") held its Annual Meeting of Stockholders (the "Annual Meeting"). At the Annual Meeting, the Company's stockholders, upon the recommendation of the Company's board of directors, approved an amendment and restatement of the Company's Amended and Restated 2015 Stock Incentive Plan (the "2015 Plan"), which amendment and restatement had been previously approved by the Company's board of directors subject to stockholder approval, to:
· increase the number of shares of the Company's common stock that may be issued
under the 2015 Plan by 2,000,000, increasing the maximum number of shares
issuable under the 2015 Plan from 1,372,248 to 3,372,248; and
· provide that shares of common stock repurchased by the Company on the open
market using the proceeds from the exercise of an award under the 2015 Plan
will not increase the number of shares available for future grant awards under
the 2015 Plan.
The description of the 2015 Plan contained in the Company's proxy statement for the Annual Meeting (the "Proxy Statement"), filed with theSecurities and Exchange Commission onApril 28, 2020 , under the heading "Proposal No. 2: To Approve an Amended and Restated 2015 Stock Incentive Plan" is incorporated herein by reference. A complete copy of the Amended and Restated 2015 Plan, as so amended and restated, is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 5.07. Submission of Matters to a Vote of Security Holders.
The Company held its Annual Meeting of Stockholders on
a) The stockholders of the Company electedKenneth Bate ,Joanne T. Beck , Ph.D. andHugh Cole as Class II directors to the Company's Board of Directors, each to serve for a three-year term expiring at the annual meeting of stockholders to be held in 2023. The results of the stockholders' vote with respect to the election of Class II directors were as follows: Name Votes For Votes Withheld Broker Non-Votes Votes Abstaining Kenneth Bate 5,666,588 1,428,005 3,528,784 - Joanne T. Beck, Ph.D. 6,630,246 464,347 3,528,784 - Hugh Cole 7,023,433 71,160 3,528,784 -
b) The stockholders of the Company approved the amendment and restatement of the 2015 Plan. The results of the stockholders' vote with respect to the approval of the amendment and restatement of the 2015 Plan were as follows:
Votes For Votes Against Broker Non-Votes Votes Abstaining
6,819,956 254,234 3,528,784 20,403
c) The stockholders of the Company ratified the appointment of Ernst &Young LLP as the Company's independent registered public accounting firm for the fiscal year endingDecember 31, 2020 . The results of the stockholders' vote with respect to the ratification of such appointment were as follows: Votes For Votes Against Broker Non-Votes Votes Abstaining 10,420,745 177,141 - 25,491 Item 9.01. Exhibits. Exhibits Number Description
99.1 Amended and Restated 2015 Stock Incentive Plan
© Edgar Online, source