UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code:
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
On June 27, 2024, Veru Inc. (the “Company”) reconvened its 2024 Annual Meeting of Shareholders (the “Annual Meeting”) that had been adjourned on June 18, 2024. A total of 146,381,186 shares of the Company’s common stock were eligible to vote at the Annual Meeting. A total of 77,933,668 shares of common stock were present or represented by proxy at the reconvened Annual Meeting, which represented a quorum. The only matter submitted to a vote at the reconvened Annual Meeting was the election of directors and the voting results for this proposal are set forth below.
Election of Directors.
The following individuals were nominated for election to the Board of Directors for terms that expire at the next annual meeting of shareholders. All of the nominated directors were elected. The results of the vote on the election of directors were as follows:
| Name |
Votes For |
Votes Withheld |
Broker Non-Votes |
|||||||||
| Mitchell S. Steiner |
75,509,396 | 2,424,272 | 0 | |||||||||
| Mario Eisenberger |
71,473,307 | 6,460,361 | 0 | |||||||||
| Harry Fisch |
76,388,868 | 1,544,800 | 0 | |||||||||
| Lucy Lu |
62,897,925 | 15,035,743 | 0 | |||||||||
| Michael L. Rankowitz |
63,804,466 | 14,129,202 | 0 | |||||||||
| Grace Hyun |
64,168,941 | 13,764,727 | 0 | |||||||||
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: July 2, 2024 |
VERU INC. | |||||
| By: | /s/ Michele Greco | |||||
| Michele Greco | ||||||
| Chief Financial Officer and Chief Administrative Officer | ||||||
3