PLX PHARMA INC. : Material Modification to Rights of Security Holders, Amendments to Articles of Inc. or Bylaws; Change in Fiscal Year, Submission of Matters to a Vote of Security Holders, Other Events, Financial Statements and Exhibits (form 8-K)

Item 3.03. Material Modification to Rights of Security Holders.

The information set forth in Item 5.03 of this Current Report on Form 8-K is hereby incorporated by reference.

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal

            Year.

On May 15, 2020, PLx Pharma Inc. (the "Company") filed a Certificate of Designations, Preferences and Rights of Series B Convertible Preferred Stock (the "Certificate of Designation") with the Secretary of the State of Delaware. The Certificate of Designation sets forth the rights, powers and preferences of the Company's Series B Convertible Preferred Stock. For more information on the Certificate of Designation and the Series B Convertible Preferred Stock, please see the Company's definitive proxy statement (the "Proxy Statement") filed with the Securities and Exchange Commission on April 7, 2020 and the Company's Form 8-K filed with the Securities and Exchange Commission on March 13, 2020.

The foregoing description of the Certificate of Designation is qualified in its entirety by reference to the full text of the Certificate of Designation, which is filed herewith as Exhibit 3.1 and incorporated herein by reference.

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

On May 15, 2020, the Company held its special meeting of stockholders (the "Special Meeting"), at which the Company submitted to a vote of its stockholders a proposal to approve the issuance of more than 20% of the Company's common stock pursuant to a private placement transaction (the "Private Placement") contemplated by that certain Purchase Agreement, dated March 12, 2020, by and among the Company and certain accredited investors, and a change of control for purposes of Nasdaq Listing Rule 5635 (the "Proposal"). For more information on the Proposal and the Private Placement, please see the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 7, 2020 and the Company's Form 8-K filed with the Securities and Exchange Commission on March 13, 2020.

At the Special Meeting, a total of 5,174,942 shares were present virtually or represented by proxy, out of 9,156,260 shares outstanding and entitled to vote as of the record date. Set forth below are the final voting results for the Proposal:

Proposal - to approve the issuance of more than 20% of the Company's common stock pursuant to a private placement transaction with certain accredited investors and a change of control for purposes of Nasdaq Listing Rule 5635. The stockholders approved the Proposal, voting as follows:

     For    Against Abstention
  5,057,035 115,850   2,057

Upon this stockholder approval, on May 15, 2020, the Company completed the Private Placement.

 Item 8.01. Other Events.

In connection with the closing of the Private Placement, on May 18, 2020, the Company issued a press release announcing the closing. A copy of the press release is attached as Exhibit 99.1 and is filed as part of this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.

 (d) Exhibits.


Exhibit
Number      Description
3.1         Certificate of Designations, Preferences and Rights of Series B
            Convertible Preferred Stock of the Company
  99.1        Press Release, dated May 18, 2020

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