Ayala Pharmaceuticals 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. |
On January 13, 2023, Ayala Pharmaceuticals, Inc. (the “Company”) held a Special Meeting of Stockholders (the “Meeting”). A total of 9,408,088 shares of the Company’s common stock, $0.01 par value per share (the “Common Stock”), were present in person or represented by proxy at the Meeting, representing approximately 63.47% percent of the Company’s outstanding Common Stock as of the December 7, 2022 record date. The following are the voting results for the proposals considered and voted upon at the Meeting, each of which were described in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on December 12, 2022.
Item 1 — Adoption of the Agreement and Plan of Merger (the “Merger Agreement”), dated October 18, 2022, by and among the Company, Advaxis, Inc. (“Advaxis”) and Doe Merger Sub, Inc. (“Merger Sub”), pursuant to which, among other things, Merger Sub will merge with and into the Company, with the Company surviving as a wholly owned subsidiary of Advaxis.
| Votes FOR | Votes AGAINST | Votes ABSTAINED | ||
| 9,382,563 | 24,310 | 1,215 |
Item 2 — Approval of the adjournment of the Meeting from time to time, if necessary or appropriate, to solicit additional affirmative votes in favor of the Merger Agreement if there are insufficient votes at the time of such adjournment to approve the Merger Agreement.
| Votes FOR | Votes AGAINST | Votes ABSTAINED | ||
| 9,358,455 | 37,698 | 11,935 |
Based on the foregoing votes, Item 1 and Item 2 were approved.
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: January 13, 2023 | AYALA PHARMACEUTICALS, INC. | |
| By: | /s/ Roni Mamluk | |
| Roni Mamluk, Ph.D. | ||
| Chief Executive Officer and President | ||