Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


At the Annual Meeting of Stockholders of Emmaus Life Sciences, Inc. ("we," "us,"
"our, "Emmaus" or the "company") held on November 23, 2021 (the "Annual
Meeting"), the stockholders approved the company's 2021 Stock Incentive Plan
(the "2021 Plan"). The 2021 Plan was approved by our Board of Directors on
September 29, 2021, subject to stockholder approval, upon the recommendation of
the Compensation Committee of our Board of Directors.



The description of the 2021 Plan set forth under the caption "Proposal 3 -
Approval of 2021 Stock Incentive Plan" in our definitive proxy statement on
Schedule 14A filed with the Securities and Exchange Commission on October 12,
2021, is hereby incorporated herein by reference. The description of the 2021
Plan is qualified in its entirety by reference to the 2021 Plan, which is
incorporated herein by reference as Exhibit 10.1


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





Voting Results



At the Annual Meeting, the stockholders of the company voted on six proposals.
Proxies for the Annual Meeting were solicited pursuant to Regulation 14A under
the Securities Exchange Act of 1934, as amended. There was no solicitation of
proxies in opposition to management's nominees as listed in the proxy statement
and all of management's nominees were elected to our Board of Directors.



The details of the voting are provided below:





Proposal 1:


To elect the seven nominees named below to our Board of Directors, to serve until the next annual meeting of stockholders and until their successors are elected and qualified or their earlier retirement, resignation or removal:





                                                                       Broker
                                Votes For        Votes Withheld       Non-Votes
Yutaka Niihara, M.D., M.P.H.     25,860,237              220,156
Willis C. Lee                    25,892,845              187,548
Robert Dickey IV                 25,887,345              193,048
Masaharu Osato, M.D.             25,891,923              188,470
Jane Pine Wood                   25,887,945              192,448
Wei Peu Zen                      25,887,382              193,011
Alfred Lui, M.D.                 25,893,432              186,961
                                                                       3,949,369




Proposal 2:



                                                                                                       Broker
                                            Votes For        Votes Against      Votes Withheld        Non-Votes
To approve the amendment to our restated
certificate of incorporation to
authorize our Board of Directors in its
discretion to effect a reverse stock
split of the outstanding shares of our
common stock                                 29,399,449             540,130              90,183                 0




                                       1





Proposal 3:



                                                                                                      Broker
                                            Votes For        Votes Against      Votes Withheld       Non-Votes

To approve our 2021 Stock Incentive Plan     25,609,777             433,820

             36,796       3,949,369






Proposal 4:



                                                                                                      Broker
                                            Votes For        Votes Against      Votes Withheld       Non-Votes
To approve, by non-binding advisory
vote, the compensation of our named
executive officers                           25,543,032             497,065              40,296       3,949,369




Proposal 5:



                                                            Every Two       Every Three
                                            Every Year        Years            Years         Abstain
To recommend, by non-binding advisory
vote, the frequency of future advisory
votes on our executive compensation             575,230        573,086        24,711,064       221,013




Proposal 6:



                                                                                                       Broker
                                            Votes For        Votes Against      Votes Withheld        Non-Votes
To ratify the appointment of Baker Tilly
US, LLP as our independent auditors for
the fiscal year ending December 31, 2021     29,935,626              44,800

             49,336                 0



Board Determination re Frequency of Say-on-Pay Advisory Votes





At the annual meeting of our Board of Directors held on November 23, 2021
following the Annual Meeting, our Board of Directors considered the outcome of
the stockholder advisory vote regarding the frequency of future advisory votes
on our executive compensation, or say-on-pay, and in accordance with the
stockholder advisory vote determined to hold such say-on-pay advisory votes
every three years. Accordingly, the next say-on-pay advisory vote will take
place at the 2024 Annual Meeting of Stockholders.


Item 9.01 Financial Statements and Exhibits





(d) Exhibits


See the accompanying Index to Exhibits, which information is incorporated herein by reference.





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