MIRA 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 A MATTER TO A VOTE OF SECURITY HOLDERS.
On September 12, 2024, MIRA Pharmaceuticals, Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”). The record date for stockholders entitled to notice of, and to vote at, the Annual Meeting was July 22, 2024 (the “Record Date”). As of the Record Date, there were 14,780,885 shares of common stock, par value $0.0001 per share (“Common Stock”) of the Company outstanding. Each share of the Company’s Common Stock represents one vote that could be voted on each matter that came before the Annual Meeting.
At the Annual Meeting, 9,418,088 shares of Common Stock were represented and voted by proxy, constituting a quorum for the Annual Meeting (the 9,418,088 votes represented equaled approximately 63.72% of the outstanding possible votes).
At the Annual Meeting, five proposals were submitted to the Company’s stockholders. The proposals are described in more detail in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on July 26, 2024. The final voting results were as follows:
Proposal 1
The Company’s stockholders elected Erez Aminov, Michael Jerman, Matthew Del Giudice, M.D., Denil Nanji Shekhat, M.D., and Edward MacPherson as directors of the Company to serve until the next Annual Meeting of Stockholders.
| Nominee | Votes For | Votes Against | Votes Abstained | Broker Non-votes | ||||
| Erez Aminov | 6,630,277 | - | 1,149,850 | 1,637,961 | ||||
| Michael Jerman | 6,629,358 | - | 1,150,769 | 1,637,961 | ||||
| Matthew Del Giudice, M.D. | 6,629,198 | - | 1,150,929 | 1,637,961 | ||||
| Denil Nanji Shekhat, M.D. | 6,630,735 | - | 1,149,392 | 1,637,961 | ||||
| Edward MacPherson | 6,630,734 | - | 1,149,393 | 1,637,961 |
Proposal 2
To ratify the appointment of Cherry Bekaert LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.
| Votes For | Votes Against | Votes Abstained | Broker Non-votes | |||
| 9,408,950 | 609 | 8,529 | - |
Proposal 3
To approve certain amendments to the 2022 Omnibus Incentive Plan (the “Plan”) to increase the number of shares available under the Plan.
| Votes For | Votes Against | Votes Abstained | Broker Non-votes | |||
| 6,571,765 | 1,195,156 | 13,206 | 1,637,961 |
Proposal 4
The proposal to approve an adjournment of the Annual Meeting, if necessary, to solicit additional proxies if there are not sufficient votes in favor of Proposals 1 and/or 3 was withdrawn because the Company’s stockholders approved and adopted the Proposal 1 and 3, as noted above.
| Votes For | Votes Against | Votes Abstained | Broker Non-votes | |||
| 9,348,608 | 59,780 | 9,700 | - |
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.
| MIRA PHARMACUTICALS, INC. | ||
| Dated: September 12, 2024 | By: | /s/ Erez Aminov |
| Name: | Erez Aminov | |
| Title: | Chief Executive Officer | |