Current Report Filing (8-k)

0000725363false00007253632021-07-012021-07-01iso4217:USDxbrli:sharesiso4217:USDxbrli: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): July 1, 2021

 

CEL-SCI CORPORATION

(Exact name of Registrant as specified in its charter)

 

Colorado		001-11889		84-0916344
(State or other jurisdiction of incorporation)		(Commission File No.)		(IRS Employer Identification No.)

 

8229 Boone Blvd., #802

Vienna, VA 22182

(Address of principal executive offices, including Zip Code)

 

Registrant’s telephone number, including area code: [phone]

 

N/A 

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

 

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

 

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

 

☐	Written communications pursuant to Rule 425 under the Securities Act (17CFR 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-14c))

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock		CVM		NYSE American

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§203.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§204.12b-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 Securities Holders.

 

The annual meeting of CEL-SCI’s shareholders was held on July 1, 2021. At the meeting the following persons were elected as directors for the upcoming year:

 

Name		Votes For		Votes Against		Broker Non-Votes
Geert Kersten		14,762,163		1,105,807		9,654,456
Peter Young		12,922,010		2,945,960		9,654,456
Bruno Baillavoine		14,210,050		1,657,920		9,654,456
Robert Watson		14,230,777		1,637,193		9,654,456

 

At the meeting the following were approved by CEL-SCI’s shareholders:

 

	(2)	the adoption of CEL-SCI’s 2021 Non-Qualified Stock Option Plan which provides that up to 1,800,000 shares of common stock may be issued upon the exercise of options granted pursuant to the Plan; and
	(3)	the appointment of BDO USA, LLP as CEL-SCI’s independent registered public accounting firm for the fiscal year ending September 30, 2021.

 

The following is a tabulation of votes cast with respect to proposals 2 and 3:

 

Proposal		Votes For		Votes Against		Abstain		Broker Non-Votes
(2)		11,685,526		3,844,502		337,942		9,654,456
(3)		25,069,133		236,969		216,324		-

 

2

  

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.

 

 

	CEL-SCI CORPORATION
Date: July 1, 2021	By:	/s/ Geert Kersten
		Geert Kersten
		Chief Executive Officer

 

3