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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): July 25, 2023

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.)

7707 Fannin, Suite 200

Houston, TX, 77054

(Address of principal executive offices) (Zip Code)

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

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 (see General Instruction A.2. below):

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

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 July 25, 2023, Kiromic BioPharma, Inc. (the “Company”) held its 2023 Annual Meeting of Stockholders (the “Meeting”).

As of June 9, 2023, the record date for the Meeting, there were 1,176,260 shares of our common stock outstanding.

At the Meeting, the stockholders voted and approved the following three proposals and cast their votes as follows:

1. To elect the three (3) persons named herein as nominees for directors of the Company, to hold office until the next annual meeting of stockholders and until their respective successors have been duly elected and qualified including Pietro Bersani, Americo Cicchetti and Michael Nagel.

Name

    

Votes For

    

Withhold

    

Broker Non-Vote

Pietro Bersani

201,006

111,697

193,715

Americo Cicchetti

195,074

117,629

193,715

Michael Nagel

154,911

157,792

193,715

2. To ratify the appointment of Whitley Penn, LLP as the Company’s independent auditors for the fiscal year ending December 31, 2023.

Votes For

    

Votes Against

    

Votes Abstained

    

Broker Non-Vote

394,137

15,347

96,934

0

3. To approve the amendment to the Company’s 2021 Omnibus Equity Incentive Plan.

Votes For

    

Votes Against

    

Votes Abstained

    

Broker Non-Vote

166,575

121,013

25,115

193,715

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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.

Kiromic BioPharma, Inc.

Date: July 25, 2023

By: 

/s/ Pietro Bersani

Pietro Bersani

Chief Executive Officer

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