Matinas Biopharma Holdings Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
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Item 5.07 Submission of Matters to a Vote of Security Holders
At the Special Meeting of Stockholders of Matinas BioPharma Holdings, Inc. (the “Company”) held on April 4, 2025 (the “Special Meeting”), our stockholders voted on the three proposals listed below. The proposals are described in detail in the Company’s definitive proxy statement for the Special Meeting filed with the Securities and Exchange Commission on March 3, 2025 (the “Proxy Statement”). Shareholders representing 2,669,608 shares, or 52.47%, of the common shares outstanding as of the February 10, 2025 record date, were represented at the Special Meeting by proxy. The final results for the votes regarding each proposal are set forth below.
1. Our stockholders approved, for purposes of complying with the applicable provisions of Section 713 of the NYSE American LLC Company Guide (the “NYSE Company Guide”), (i) the issuance of up to an aggregate of 16,894,212 shares of common stock upon the conversion of our Series C Convertible Preferred Stock and the exercise of accompanying warrants, and (ii) the terms thereof, which may constitute a “Change of Control” as defined in the NYSE Company Guide. The tabulation of votes and percent voted For and Against with respect to this proposal was as follows:
| For | Against | Abstain | Broker Non-Votes | |||
| 928,481/88% | 127,055/12% | 3,304 | 1,610,768 |
2. Our stockholders approved the ratification of the appointment of EisnerAmper LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025. The tabulation of votes and percent voted For and Against with respect to this proposal was as follows:
| For | Against | Abstain | ||
| 2,541,613/95% | 123,403/5% | 4,592 |
3. Our stockholders approved a proposal for the adjournment of the Special Meeting, if necessary to solicit additional proxies if there were insufficient votes to approve Proposals 1 or 2 above. The tabulation of votes and percent voted For and Against with respect to this proposal was as follows:
| For | Against | Abstain | ||
| 2,402,119/90% | 263,930/10% | 3,559 |
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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.
| MATINAS BIOPHARMA HOLDINGS, INC. | ||
| Dated: April 4, 2025 | By: | /s/ Jerome D. Jabbour |
| Name: | Jerome D. Jabbour | |
| Title: | Chief Executive Officer | |
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