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Washington, D.C. 20549




Current Report

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): December 14, 2022


MyMD Pharmaceuticals, Inc.

(Exact name of Registrant as specified in its charter)


New Jersey   001-36268   22-2983783

(State or other jurisdiction

of incorporation)



File No.)


(IRS Employer

Identification No.)


MyMD Pharmaceuticals, Inc.

855 N. Wolfe Street, Suite 623

Baltimore, MD 21205

(Address of principal executive offices and zip code)


Registrant’s telephone number, including area code: (856) 848-8698



(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, no par value per share   MYMD   The Nasdaq Capital 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. ☐







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


On December 14, 2022, MyMD Pharmaceuticals, Inc. (the “Company”) held its 2022 annual meeting of stockholders (the “Annual Meeting”). At the Company’s Annual Meeting, holders of the Company’s voting securities with a total aggregate voting power of 30,840,727 votes were present in person or represented by proxy. The matters submitted for a vote and the related results are set forth below.


  (1) Election of six (6) directors to hold office for a one year term and until their successors are elected and qualified or until their earlier incapacity, removal or resignation:


Nominee   Votes For   Votes Withheld   Broker Non-Votes
Chris Chapman   19,923,914   287,893   10,628,920
Craig Eagle   20,115,061   96,746   10,628,920
Christopher C. Schreiber   20,066,262   145,545   10,628,920
Joshua Silverman   18,720,289   1,491,518   10,628,920
Jude Uzonwanne   17,816,077   2,395,730   10,628,920
Bill J. White   20,157,803   54,004   10,628,920


The terms of the Company’s directors were scheduled to expire at the Annual Meeting, and the Board nominated all six directors for re-election at the Annual Meeting. At the Annual Meeting, Dr. Chris Chapman, Dr. Craig Eagle, Mr. Christopher C. Schreiber, Mr. Joshua Silverman, Mr. Jude Uzonwanne, and Mr. Bill J. White were elected as directors of the Board to serve for a term expiring at the Company’s 2023 annual meeting of stockholders.


  (2) Ratification of the appointment of Morison Cogen LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022:


Votes For   Votes Against   Votes Abstaining
30,778,525   40,617   21,585


For more information about the foregoing proposals, see the Company’s definitive proxy statement for the Annual Meeting, filed with the Securities and Exchange Commission on October 26, 2022, the relevant portions of which are incorporated herein by reference.


The results reported above are final voting results. No other matters were considered or voted upon at the Annual Meeting.







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: December 14, 2022 By:  /s/ Chris Chapman
    Chris Chapman, M.D.





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