false 0001817760 0001817760 2024-09-23 2024-09-23 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

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): September 23, 2024

 

SmartKem, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware 001-42115 85-1083654

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

 

Manchester Technology Center, Hexagon Tower

Delaunays Road, Blackley

Manchester, M9 8GQ U.K.

(Address of principal executive offices, including zip code)

 

011-44-161-721-1514

(Registrant’s telephone number, including area code)

 

N/A

(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 exchange on which registered
Common Stock, par value $0.0001 per share   SMTK   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 x

 

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 September 23, 2024, SmartKem, Inc. (the “Company”) held its 2024 annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on the two proposals listed below. The proposals are described in detail in the Company’s definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on August 22, 2024 (the “Proxy Statement”). The final results for the votes regarding each proposal are set forth below.

 

1. The stockholders elected each of Ian Jenks and Melisa Denis as Class III directors of the Company to serve three-year terms expiring at the 2027 annual meeting and until their respective successors have been duly elected and qualified, or, if sooner, until their death, resignation or removal. The votes were cast with respect to this matter as follows:

 

Nominee   FOR   WITHHELD   BROKER
NON-VOTES
Ian Jenks   501,449  

4,573

   181,009
Melisa Denis   501,449  

4,573

  

181,009

 

2. The proposal to ratify the appointment of Marcum LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2024 was approved by the stockholders of based upon the following votes:

 

FOR   AGAINST   ABSTAIN   BROKER
NON-VOTES

668,565

  

18,466

  

0

   N/A

  

 

 

 

Signature

 

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.

 

  SMARTKEM, INC.
     
Dated: September 23, 2024 By: /s/ Barbra C. Keck
    Barbra C. Keck
    Chief Financial Officer

 

 

 

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Cover
Sep. 23, 2024
Cover [Abstract]  
Document Type 8-K
Amendment Flag false
Document Period End Date Sep. 23, 2024
Entity File Number 001-42115
Entity Registrant Name SmartKem, Inc.
Entity Central Index Key 0001817760
Entity Tax Identification Number 85-1083654
Entity Incorporation, State or Country Code DE
Entity Address, Address Line One Manchester Technology Center, Hexagon Tower
Entity Address, Address Line Two Delaunays Road
Entity Address, Address Line Three Blackley
Entity Address, City or Town Manchester
Entity Address, Country GB
Entity Address, Postal Zip Code M9 8GQ
City Area Code 011-44-161
Local Phone Number 721-1514
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.0001 per share
Trading Symbol SMTK
Security Exchange Name NASDAQ
Entity Emerging Growth Company true
Elected Not To Use the Extended Transition Period false
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