UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
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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 8, 2021, Marker Therapeutics, Inc. (the “Company”) held its 2021 Annual Meeting of Stockholders (the “Annual Meeting”). The stockholders considered three proposals, each of which is described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 23, 2021. Of the 83,013,929 shares outstanding as of the record date, 55,809,862 shares, or 67.2%, were present or represented by proxy at the Annual Meeting. Set forth below are the results of the matters submitted for a vote of stockholders at the Annual Meeting.
Proposal No. 1: Election of seven nominees to serve as directors until the 2022 annual meeting of stockholders and until their respective successors are elected and qualified. The votes were cast as follows:
| Name | Votes For | Votes Withheld | ||||||
| David Eansor | 37,046,054 | 580,250 | ||||||
| Steven Elms | 37,102,548 | 523,756 | ||||||
| Peter Hoang | 36,931,391 | 694,913 | ||||||
| David Laskow-Pooley | 37,083,968 | 542,336 | ||||||
| Frederick Wasserman | 37,040,678 | 585,626 | ||||||
| John Wilson | 30,358,150 | 7,268,154 | ||||||
| Juan Vera | 37,128,076 | 498,228 | ||||||
Broker Non-Votes: 18,183,378.
All nominees were elected.
Proposal No. 2: Approval, on an advisory basis, of the compensation of the Company’s named executive officers. The votes were cast as follows:
| Votes For | Votes Against | Abstained | ||||||||||
| Advisory approval of named executive officer compensation | 36,123,667 | 916,275 | 586,362 | |||||||||
Broker Non-Votes: 18,184,378.
Proposal No. 3: Ratification of the selection of Marcum LLP as independent registered public accounting firm for the fiscal year ending December 31, 2021. The votes were cast as follows:
| Votes For | Votes Against | Abstained | ||||||||||
| Ratification of appointment of Marcum LLP | 55,059,247 | 210,448 | 539,987 | |||||||||
Broker Non-Votes: 0.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Marker Therapeutics, Inc. | ||
| Dated: June 11, 2021 | By: | /s/ Anthony Kim |
| Anthony Kim | ||
| Chief Financial Officer | ||
Cover |
Jun. 08, 2021 |
|---|---|
| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Jun. 08, 2021 |
| Entity File Number | 001-37939 |
| Entity Registrant Name | MARKER THERAPEUTICS, INC. |
| Entity Central Index Key | 0001094038 |
| Entity Tax Identification Number | 45-4497941 |
| Entity Incorporation, State or Country Code | DE |
| Entity Address, Address Line One | 3200 Southwest Freeway |
| Entity Address, Address Line Two | Suite 2500 |
| Entity Address, City or Town | Houston |
| Entity Address, State or Province | TX |
| Entity Address, Postal Zip Code | 77027 |
| City Area Code | 713 |
| Local Phone Number | 400-6400 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Common Stock, par value $0.001 per share |
| Trading Symbol | MRKR |
| Security Exchange Name | NASDAQ |
| Entity Emerging Growth Company | false |
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