CALADRIUS BIOSCIENCES : Change in Directors or Principal Officers, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits (form 8-K)
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07/15/2015 | 06:03am US/Eastern
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) Compensatory Arrangements.
2015 Equity Compensation Plan
At the Caladrius Biosciences, Inc.'s ("Caladrius Biosciences" or the "Company") 2015 Annual Meeting of Stockholders held on July 14, 2015 (the "Annual Meeting"), the Company's stockholders duly approve Caladrius Biosciences' 2015 Equity Compensation Plan (the '2015 Plan"). Persons eligible to receive options, stock appreciation rights or other awards under the 2015 Plan are those employees, consultants and directors of Caladrius Biosciences and its subsidiaries who, in the opinion of the Compensation Committee of the Company's board of directors, are in a position to contribute to the Company's success. A description of the 2015 Plan is set forth in Proposal 3 contained in the Company's Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on June 8, 2015 (the "Proxy Statement"). The full text of the Amended and Restated 2009 Plan is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 5.07. Submission of Matters to a Vote of Security Holders.
The following is a brief description of each matter voted upon at the Annual Meeting (for a full description of each such matter see the Proxy Statement), as well as the final voting results with respect to each such matter:
Proposal 1. The stockholders elected one Class II director, David J. Mazzo, PhD, to serve as a director on the Company's Board of Directors until the annual meeting to be held in 2018.The final voting results with respect to the were as follows: 10,151,328 votes for; 481,726 votes withheld and 14,384,701 broker non-votes.
Proposal 2. The stockholders approved, on a non-binding advisory basis, the executive compensation of the Company's named executive officers as described in the Proxy Statement. The final voting results with respect to this Proposal were as follows: 8,061,872 votes for; 2,394,354 votes against; 176,828 votes abstaining; and 14,834,701 broker non-votes.
Proposal 3. The stockholders approved Caladrius Biosciences' 2015 Equity Compensation Plan. The final voting results with respect to this Proposal were as follows: 8,507,660 votes for; 1,983,712 votes against; 141,682 votes abstaining; and 14,834,701 broker non-votes.
Proposal 4. The stockholders ratified the appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2015. The final voting results with respect to this Proposal were as follows: 24,456,852 votes for; 778,319 votes against; 232,581 votes abstaining; and 0 broker non-votes.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The following exhibit is filed with this Current Report on Form 8-K: Exhibit No.
10.1 Caladrius Biosciences, Inc. 2015 Equity Compensation Plan (1)
