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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 22, 2022

 ______________________

Kiromic BioPharma, Inc.

(Exact name of registrant as specified in its charter)

 ______________________

Delaware

 

001-39619

 

46-4762913

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

, TX

7707 Fannin Street, Suite 140

Houston, TX

77054

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (832968-4888

Not Applicable

(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, par value $0.001 per share

KRBP

The Nasdaq Stock Market LLC

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 22, 2022, Kiromic BioPharma, Inc. (the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”). Three (3) proposals were submitted to stockholders of the Company as described in the Proxy Statement for the Annual Meeting and voted on at the Annual Meeting. The proposals and the results of the stockholder votes are as follows:

1. Proposal to elect five (5) members to the Company’s Board of Directors to hold office until the Company’s 2023 Annual Meeting of Stockholders:

 Nominee

Votes For

Withheld

Broker

Non-Votes

Pietro Bersani

  

 

5,387,709

  

  

722,199

  

1,776,654

Americo Cicchetti

5,305,567

804,340

1,776,655

Michael Nagel

5,387,808

722,099

1,776,655

Karen Reeves

5,941,393

168,515

1,776,654

Frank Tirelli

  

 

5,462,493

  

  

647,414

1,776,655

2. Proposal to ratify the appointment of Whitley Penn LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2022:

 Votes For

 

Votes Against

 

Abstentions

Broker Non-Votes

7,623,900

 

189,610

 

73,052

0

3. Proposal to amend the Company’s 2021 Omnibus Equity Incentive Plan to increase the number of shares reserved for issuance thereunder by 1,000,000 shares:

 

 Votes For

 

Votes Against

 

Abstentions

Broker Non-Votes

4,914,064

 

1,175,161

 

20,682

1,776,655

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.

 

8

Date: June 28, 2022

 

 

KIROMIC BIOPHARMA, INC.

 

 

By:

 

/s/ Daniel Clark

 

 

 

Name: Daniel Clark

Title: Chief Financial Officer

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