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    Palvella Therapeutics Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders

    6/11/25 4:05:57 PM ET
    $PVLA
    Biotechnology: Pharmaceutical Preparations
    Health Care
    Get the next $PVLA alert in real time by email
    false 0001583648 0001583648 2025-06-10 2025-06-10 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

     

     

    FORM 8-K

     

     

     

    CURRENT REPORT

     

    Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

     

    Date of Report (Date of earliest event reported): June 10, 2025

     

     

     

    PALVELLA THERAPEUTICS, INC.

    (Exact name of registrant as specified in its charter)

     

     

     

    Nevada 001-37471 30-0784346
    (State or other jurisdiction of
    incorporation)
    (Commission
    File Number)
    (IRS Employer
    Identification No.)

     

    125 Strafford Ave, Suite 360  
    Wayne, Pennsylvania 19087
    (Address of principal executive offices) (Zip Code)

     

    Registrant’s telephone number, including area code: (484) 253-1461

     

    (Former name or former address, if changed since last report.)

     

     

     

    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

     

    ¨  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
       
    ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
       
    ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
       
    ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

     

    Securities registered pursuant to Section 12(b) of the Act:

     

    Title of each class   Trading
    Symbol(s)
      Name of each exchange
    on which registered
    Common Stock, $0.001 par value per share   PVLA   The Nasdaq Capital Market

     

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

     

    Emerging growth company ¨

     

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

     

     

     

     

     

     

    Item 5.07 Submission of Matters to a Vote of Security Holders.

     

    On June 10, 2025, Palvella Therapeutics, Inc. (the “Company”) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”) virtually. As of April 14, 2025, the record date for the Annual Meeting, there were 11,042,965 outstanding shares of the Company’s common stock, par value $0.001 per share, entitled to vote at the Annual Meeting. The following is a brief description of the final voting results for each of the proposals submitted to a vote of the stockholders at the Annual Meeting, which are described in detail in the Company’s definitive proxy statement for the Annual Meeting, filed with the U.S. Securities and Exchange Commission on April 30, 2025.

     

    Proposal 1 – Election of Class II Directors. Elaine J. Heron, Ph.D. and Tadd S. Wessel were elected to the Board of Directors of the Company as Class II directors to serve until the Company’s 2028 Annual Meeting of Stockholders and until their successors, if any, are duly elected and qualified or appointed, or their earlier death, resignation, retirement, disqualification or removal, as follows:

     

    Name   Votes For   Votes Withheld   Broker Non-Votes
    Elaine J. Heron, Ph.D.   6,647,082   1,255   667,256
    Tadd S. Wessel   6,487,034   161,303   667,256

     

    Proposal 2 – Ratification of Independent Registered Public Accountant. The appointment of Ernst &Young LLP as the Company’s independent registered public accounting firm for the 2025 fiscal year was ratified, as follows:

     

    Votes For   Votes Against   Abstentions
    7,299,907   8,352   7,334

      

    Proposal 3 – Approval, on an advisory basis, of the compensation of the Company’s named executive officers in 2024. The stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers in 2024, as follows:

     

    Votes For   Votes Against   Abstentions   Broker Non-Votes
    6,550,393   61,078   36,866   667,256

     

     

     

     

    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.

     

      PALVELLA THERAPEUTICS, INC.
         
    Date: June 11, 2025 By: /s/ Matthew Korenberg
      Name: Matthew Korenberg
      Title: Chief Financial Officer

     

     

     

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