Item 5.07. Submission
of Matters to a Vote of Security Holders.
On
December 8, 2021, AIkido Pharma Inc., a Delaware corporation (the “Company”), held its annual meeting of stockholders
(the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders (i) elected Robert J. Vander Zanden
and Tim S. Ledwick to serve as Class I directors of the Company; (iii) ratified the appointment of WithumSmith + Brown PC as the Company’s
independent registered public accounting firm for the fiscal year ending December 31, 2021; and (iii) approved, on a non-binding, advisory
basis, the Company’s executive compensation.
Stockholders of record at the
close of business on August 17, 2021 were entitled to one vote for each share of common stock, ten/nineteenths votes per share of Series
D convertible preferred stock (as converted, one vote for each of 2,487 shares of common stock) and ten/nineteenths votes per share of
Series D-1 convertible preferred stock (as converted, one vote for each of 439 shares of common stock) held. On August 17, 2021,
there were 89,681,146 shares of common stock issued and outstanding, 4,725 shares of Series D convertible preferred stock issued and outstanding
and 834 shares of Series D-1 convertible preferred stock issued and outstanding, of which 44,377,546 were represented at the Annual Meeting,
or approximately 50% of the total outstanding, which was sufficient to constitute a quorum.
Set forth below are the final voting results for each
of the proposals:
Proposal No. 1 – Election of directors
Robert J. Vander Zanden and Tim
S. Ledwick were elected to serve as Class I directors of the Company for a term expiring at the 2024 annual meeting of stockholders or
until their successors are elected and qualified. The voting results were as follows:
Director
|
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Votes For
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Votes Withheld
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Broker Non-Votes
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Robert J. Vander Zanden
|
|
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15,228,975
|
|
|
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8,362,867
|
|
|
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-
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|
Tim S. Ledwick
|
|
|
15,562,989
|
|
|
|
8,028,853
|
|
|
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-
|
|
Proposal No. 2 – Ratification of
the appointment of independent registered public accounting firm
The appointment of WithumSmith
+ Brown PC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021 was ratified.
The voting results were as follows:
Votes For
|
|
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Votes Against
|
|
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Abstentions
|
|
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Broker Non-Votes
|
|
|
42,466,964
|
|
|
|
1,196,545
|
|
|
|
714,037
|
|
|
|
-
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|
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Proposal No. 3 – Approval, by non-binding
advisory vote, of the Company’s executive compensation
The Company’s executive
compensation, by non-binding advisory vote, was approved. The voting results were as follows:
Votes For
|
|
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Votes Against
|
|
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Abstentions
|
|
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Broker Non-Votes
|
|
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12,382,812
|
|
|
|
10,548,644
|
|
|
|
660,386
|
|
|
|
-
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|
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