Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As described under Item 5.07 of this Current Report on Form 8-K (the "Current
Report"), on
The Company's Board of Directors approved the Plan Amendment on
A copy of the Plan Amendment is filed as Exhibit 10.1 to this Current Report and
is incorporated by reference in this Item 5.02. The material terms of the Plan
as so amended are described in the Company's definitive proxy statement on
Schedule 14A for the 2022 Annual Meeting filed with the
Item 5.07. Submission of Matters to a Vote of Security Holders.
On
At the 2022 Annual Meeting, the following three proposals were approved: (i) the
election of six directors to hold office until the 2023 annual meeting of
stockholders; (ii) the ratification of the appointment of
As of the
Proposal 1
The votes with respect to the election of six directors to hold office until the 2023 annual meeting of stockholders were as follows:
Votes Broker Director Votes For Withheld Non-Votes Lindsay A. Rosenwald, M.D. 17,456,650 839,594 1,608,432 Claude Maraoui 18,262,035 34,209 1,608,432 Neil Herskowitz 18,134,535 161,709 1,608,432 Dr. Jeffrey Paley 18,269,610 26,634 1,608,432 Justin Smith 18,269,535 26,709 1,608,432 Miranda Toledano 18,262,110 34,134 1,608,432 Proposal 2
The vote with respect to the ratification of
Total Votes For Total Votes Against Abstentions
19,887,190 3,673 13,813 Proposal 3
The vote with respect to the approval of an amendment to Journey's 2015 Stock Plan to increase the number of shares of Common Stock authorized for issuance by 3,000,000 shares from 4,642,857 shares to 7,642,857 shares available for issuance under the Plan was as follows:
Total Votes For Total Votes Against Abstentions Broker Non-Votes
18,146,702 120,996 28,546 1,608,432
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
The following exhibits are furnished herewith:
Exhibit Number Description 10.1 Amendment to theJourney Medical Corporation 2015 Stock Plan. 104 Cover Page Interactive Data File, formatted in Inline Extensible Business Reporting Language (iXBRL).
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