iBio Inc. filed SEC Form 8-K: Results of Operations and Financial Condition, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
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CURRENT REPORT
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| Item 2.02. | Results of Operations and Financial Condition. |
On November 25, 2024, iBio, Inc. (the “Company”) issued a press release announcing the appointment of two new independent directors. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Item 2.02 and in the press release attached as Exhibit 99.1 to this Current Report on Form 8-K shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained in this Item 2.02 and in the press release attached as Exhibit 99.1 to this Current Report on Form 8-K shall not be incorporated by reference into any filing with the U.S. Securities and Exchange Commission made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
On November 21, 2024, the Company held its Annual Meeting. At the Annual Meeting, the Company’s stockholders voted on three (3) proposals and cast their votes as described below. A total of 5,599,939 shares were represented in person or by proxy, which represented a quorum. The matters below are described in detail in the Definitive Proxy Statement, which was filed with the Securities and Exchange Commission on October 10, 2024.
Proposal 1
The following three (3) nominees named as Class I directors of the Company’s Board of Directors, each to serve a three-year term expiring at the 2027 Annual Meeting of Stockholders and until such director’s successor is duly elected and qualified, were elected with the following votes:
| Name of Director | Votes For | Withheld | Broker Non-Votes | ||||
| 1. David Arkowitz | 2,019,771 | 28,491 | 3,551,677 | ||||
| 2. António Parada | 2,019,902 | 28,360 | 3,551,677 | ||||
| 3. Evert Schimmelpennink | 1,942,245 | 106,017 | 3,551,677 |
Proposal 2
The stockholders ratified the appointment of Grassi & Co., CPAs, P.C. as the Company’s independent registered public accounting firm for the year ending June 30, 2025 based on the votes set forth below:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||
| 5,310,241 | 40,764 | 248,934 | 0 |
Proposal 3
The stockholders approved, on an advisory, non-binding basis, the compensation of the Company’s named executive officers (“say-on-pay”), as disclosed in the Definitive Proxy Statement. The results of the voting for this approved proposal were as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||
| 1,853,164 | 181,495 | 13,603 | 3,551,677 |
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
The following exhibit is furnished with this Current Report on Form 8-K.
| Exhibit Number |
Exhibit Description | |
| 99.1 | Press Release, issued by iBio, Inc. dated November 25, 2024 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| Date: November 25, 2024 | IBIO, INC. | |
| By: | /s/ Marc A. Banjak | |
| Name: Marc A. Banjak | ||
| Title: Chief Legal Officer and Corporate Secretary | ||