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):
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(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:
| 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 | ||
| None | N/A | N/A |
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).
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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 15, 2023, Edward Chan, a Class II director designated by 1315 Capital II, L.P. to the board of directors (the “Board”) of Interpace Biosciences, Inc. (the “Company”), provided notice to the Company of his resignation from the Board, effective immediately. Mr. Chan’s notice was not the result of any disagreement with the Company on any matters relating to the Company’s operations, policies or practices.
Item 5.07. Submission of Matters to a Vote of Security Holders.
On November 14, 2023, the Company held its 2023 annual meeting of stockholders (the “2023 Annual Meeting”). The following proposals were voted on and were approved by the Company’s stockholders at the 2023 Annual Meeting with the stockholders having voted as set forth below:
I. Election of two Class III directors to serve until the 2026 annual meeting or until each such director’s successor is duly elected and qualified.
| Name | For | Withhold | Broker Non-Vote | |||
| Thomas W. Burnell | 9,294,768 | 42,801 | 1,615,870 | |||
| Joseph Keegan, Ph.D. | 9,191,329 | 146,240 | 1,615,870 |
II. A non-binding advisory vote on a resolution approving the compensation of our named executive officers.
| For | Against | Abstain | Broker Non-Vote | |||
| 9,177,922 | 73,760 | 85,887 | 1,615,870 |
III. A non-binding advisory vote on the frequency of executive compensation advisory votes.
| Every One Year | Every Two Years | Every Three Years | Abstain | Broker Non-Vote | ||||
| 202,362 | 10,069 | 9,089,392 | 35,746 | 1,615,870 |
IV. Ratification of the appointment of EisnerAmper, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
| For | Against | Abstain | Broker Non-Vote | |||
| 10,907,312 | 42,734 | 3,393 | 0 |
SIGNATURE
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.
| Interpace Biosciences, Inc. | ||
| By: | /s/ Thomas W. Burnell | |
| Name: | Thomas W. Burnell | |
| Title: | President and Chief Executive Officer | |
Date: November 16, 2023
Cover |
Nov. 14, 2023 |
|---|---|
| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Nov. 14, 2023 |
| Entity File Number | 0-24249 |
| Entity Registrant Name | INTERPACE BIOSCIENCES, INC. |
| Entity Central Index Key | 0001054102 |
| Entity Tax Identification Number | 22-2919486 |
| Entity Incorporation, State or Country Code | DE |
| Entity Address, Address Line One | Waterview Plaza |
| Entity Address, Address Line Two | Suite 310 |
| Entity Address, Address Line Three | 2001 Route 46 |
| Entity Address, City or Town | Parsippany |
| Entity Address, State or Province | NJ |
| Entity Address, Postal Zip Code | 07054 |
| City Area Code | (855) |
| Local Phone Number | 776-6419 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Entity Emerging Growth Company | false |
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