Form 8-K - Current report

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

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FORM 8-K

 

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CURRENT REPORT

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

 

June 11, 2024

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Date of Report (Date of earliest event reported)

 

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ETON PHARMACEUTICALS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware	001-38738	37-1858472
(State of	(Commission	(I.R.S. Employer
incorporation)	File Number)	Identification Number)

 

21925 W. Field Parkway, Suite 235

Deer Park, Illinois 60010-7208

(Address of principal executive offices) (Zip code)

[phone]

(Registrant’s telephone number, including area code)

 

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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		ETON		NASDAQ Global 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. ☐

 

 

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

 

The 2024 Annual Meeting of Stockholders (the “Annual Meeting”) of Eton Pharmaceuticals, Inc. (the “Company”) was held virtually on June 11, 2024. At the meeting, the Company’s stockholders (1) elected the director nominees Norbert G. Riedel and Sean E. Brynjelsen for a three-year term, (2) approved, on an advisory basis, the compensation of the Company's named executive officers, (3) voted for, on an advisory basis, annual voting on executive compensation, and (4) ratified the appointment of KMJ Corbin & Company LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024.

 

The results for each of the matters voted upon by the Company’s stockholders at the Annual Meeting were as follows:

 

Proposal 1: Election of Directors

 

Nominee	For	Against	Abstain	Broker Non-Votes
Norbert G. Riedel	8,823,386	954,567	9,293	7,579,711
Sean E. Brynjelsen	9,666,679	118,185	2,382	7,579,711

 

Proposal 2: Advisory Vote to Approve Executive Compensation

 

For	Against	Abstain	Broker Non-Votes
9,170,839	553,043	63,364	7,579,711

 

Proposal 3: Advisory Vote on the Frequency of Votes on Executive Compensation

 

1 Year	2 Years	3 Years	Abstain
6,169,483	45,500	3,545,483	26,780

 

Proposal 4: Ratification of the Appointment of KMJ Corbin & Company LLP as the Company’s Independent Registered Public Accounting Firm for the year ending December 31, 2024

 

For	Against	Abstain	Broker Non-Votes
17,193,502	150,140	23,315	0

 

 

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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.

 

Date: June 11, 2024	By:	/s/ James R. Gruber
		James R. Gruber
		Chief Financial Officer and Secretary
		(Principal Financial Officer)

 

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Document And Entity Information	Jun. 11, 2024
Document Information [Line Items]
Entity, Registrant Name	ETON PHARMACEUTICALS, INC.
Document, Type	8-K
Document, Period End Date	Jun. 11, 2024
Entity, Incorporation, State or Country Code	DE
Entity, File Number	001-38738
Entity, Tax Identification Number	37-1858472
Entity, Address, Address Line One	21925 W. Field Parkway,
Entity, Address, Address Line Two	Suite 235
Entity, Address, City or Town	Deer Park,
Entity, Address, State or Province	IL
Entity, Address, Postal Zip Code	60010-7208
City Area Code	847
Local Phone Number	787-7361
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	ETON
Security Exchange Name	NASDAQ
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0001710340

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