0001157523-21-000762.txt : 20210610 0001157523-21-000762.hdr.sgml : 20210610 20210610073021 ACCESSION NUMBER: 0001157523-21-000762 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210610 FILED AS OF DATE: 20210610 DATE AS OF CHANGE: 20210610 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TITAN MEDICAL INC CENTRAL INDEX KEY: 0000840551 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 000000000 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38524 FILM NUMBER: 211006893 BUSINESS ADDRESS: STREET 1: 155 UNIVERSITY AVENUE, SUITE 750 CITY: TORONTO STATE: A6 ZIP: M5H 3B7 BUSINESS PHONE: 416-548-7522 X153 MAIL ADDRESS: STREET 1: 155 UNIVERSITY AVENUE, SUITE 750 CITY: TORONTO STATE: A6 ZIP: M5H 3B7 6-K 1 a52443178.htm TITAN MEDICAL INC. FORM 6-K

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K


REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

 
 
For the month of June 2021
 
Commission File Number: 001-38524




Titan Medical Inc.
(Exact Name of Registrant as Specified in Charter)


155 University Avenue, Suite 750
Toronto, Ontario M5H 3B7
Canada
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20- F ☐   Form 40-F ☒

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____
 
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
 



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, thereunto duly authorized.

 
   
TITAN MEDICAL INC.
 
   
(Registrant)
 
       
 
Date:
June 10, 2021
By:
/s/ Monique L. Delorme 
 
   
Name:
Monique L. Delorme
 
   
Title:
Chief Financial Officer
 


 
EXHIBIT INDEX
 




EX-99.1 2 a52443178ex99_1.htm EXHIBIT 99.1
 
 Exhibit 99.1

Titan Medical Reports Voting Results From Annual and Special Meeting of Shareholders

Welcomes Cathy Steiner as Independent Director

TORONTO--(BUSINESS WIRE)--June 10, 2021--Titan Medical Inc. (Nasdaq: TMDI; TSX: TMD), a medical device company focused on the design and development of surgical technologies for robotic single access surgery, today announced the voting results from the company’s Annual and Special Meeting of its Shareholders held on Wednesday, June 9, 2021.

All of management’s nominees for election were duly elected as directors of the company by the shareholders presented or represented by proxy at the meeting. A total of 56,098,112 of the 109,527,690 common shares outstanding, or 51.22%, were voted at the meeting. The results of the vote were reported to the meeting by Computershare, which acted as scrutineer at the meeting, as follows:

 

Votes For

%

Votes Withheld

%

Paul Cataford

22,477,189

97.13

665,308

2.87

Anthony J. Giovinazzo

22,230,368

96.06

912,129

3.94

Heather L. Knight

22,375,526

96.69

766,970

3.31

David McNally

16,308,250

70.47

6,834,247

29.53

Cathy Steiner

22,462,940

97.06

679,556

2.94

Cary G. Vance

22,333,789

96.51

808,708

3.49

“I would like to take this opportunity to welcome Cathy Steiner to our Board of Directors,” said Paul Cataford, Chairman of the Board of Directors. “With over 20 years of experience as an investment banker and financial and capital markets advisor for healthcare companies, we are confident that Cathy will be a strong contributor to the board and its committees as an independent director. She joins Titan at a very exciting time, as we advance our Enos™ system toward clinical studies.”

The appointment of BDO Canada LLP as independent auditors of the company was approved by shareholders (with 52,008,750 votes for and 4,089,761 votes withheld) in respect of the motion.

Renewal of the Stock Option Plan was approved by shareholders (with 15,852,067 votes for and 7,290,430 votes withheld) in respect of the motion.

Approval of amendments to the Stock Option Plan for the provision of incentive stock options was approved by shareholders (with 15,496,101 votes for and 7,646,396 votes withheld) in respect of the motion.


About Titan Medical Inc.

Titan Medical Inc. is a medical device company headquartered in Toronto, Ontario and with R&D facilities in Chapel Hill, North Carolina, is focused on enhancing robotic assisted surgery using innovative technology through a single access point. The Enos™ robotic single access surgical system is being developed with an ergonomic focus to provide a surgical experience that imitates real-life movements that surgeons demand, and includes multi-articulating instruments designed to allow surgeons an increased range of motion in a confined space, with dexterity and the ability to exert the forces necessary to complete common surgical tasks. With the Enos system, Titan intends to initially pursue gynecologic surgical indications. Certain of Titan’s robotic assisted surgical technologies and related intellectual property have been licensed to Medtronic plc, while retaining world-wide rights to commercialize the technologies for use with the Enos system.

Enos™ is a trademark of Titan Medical Inc.

For more information, visit www.titanmedicalinc.com.

Forward-Looking Statements

This news release contains “forward-looking statements” within the meaning of applicable Canadian and U.S. securities laws, which reflect the current expectations of management of the Company’s future growth, results of operations, performance, and business prospects and opportunities. Wherever possible, words such as “may”, “would”, “could”, “will”, “anticipate”, “believe”, “plan”, “expect”, “intend”, “estimate”, “potential for” and similar expressions have been used to identify these forward-looking statements, including, without limitation, references to: the Company’s focus on the design and development of surgical technologies for robotic single access surgery, the Enos system is being developed with dual 3D and 2D high-definition vision systems, multi-articulating instruments and an ergonomic surgeon workstation, and that Titan intends to initially pursue gynecologic surgical indications. These statements reflect management’s current beliefs, and are based on information currently available to management. Forward-looking statements involve significant risks, uncertainties and assumptions. Many factors could cause the Company’s actual results, performance or achievements to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements, including, without limitation, those listed in the “Risk Factors” section of the Company’s Annual Information Form and Form 40-F for the fiscal year ended December 31, 2020 (which may be viewed at www.sedar.com and at www.sec.gov). Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking statements prove incorrect, actual results, performance, or achievements may vary materially from those expressed or implied by the forward-looking statements contained in this news release. These factors should be considered carefully, and prospective investors should not place undue reliance on the forward-looking statements. Although the forward-looking statements contained in the news release are based upon what management currently believes to be reasonable assumptions, the Company cannot assure prospective investors that actual results, performance or achievements will be consistent with these forward-looking statements. Except as required by law, the Company expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.

Contacts

Kristen Galfetti
Vice President, Investor Relations
& Corporate Communications
+1-781-869-2553
investors@titanmedicalinc.com