Protalix BioTherapeutics Inc.

06/28/2024 | Press release | Distributed by Public on 06/28/2024 04:01

Submission of Matters to a Vote of Security Holders Form 8 K

Item 5.07

Submission of Matters to a Vote of Security Holders

Protalix Biotherapeutics, Inc. (the "Company") convened its 2023 Annual Meeting of Stockholders (the "Meeting") at 11:30 A.M. EDT on June 27, 2024 at the offices of LifeSci Advisors, 250 W. 55th Street, Suite 3401, New York, NY 10019. At the Meeting, the Company's stockholders: (1) elected the seven persons nominated by the Company's Board of Directors to serve as directors of the Company; (2) approved, on a non-binding, advisory basis, the compensation of the Company's named executive officers; (3) adopted amendments to the Protalix BioTherapeutics, Inc. 2006 Stock Incentive Plan, as amended, to increase the number of shares of the Company's common stock, par value $0.001 per share (the "Common Stock"), available under such plan from 12,475,171 shares to 17,475,171 shares and adopted certain other terms of said plan; and (4) ratified the appointment of Kesselman & Kesselman, Certified Public Accountant (Isr.), a Member of PricewaterhouseCoopers International Limited, as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024.

Set forth below, with respect to each proposal adopted at the Meeting, are the number of votes cast for or against or withheld, as applicable, the number of abstentions and the number of broker non-votes.

(1)Election of Directors


For


Withheld

Broker
Non-Votes

Eliot Richard Forster, Ph.D.

22,800,329

4,532,876

14,294,931

Dror Bashan

22,359,235

4,973,970

14,294,931

Amos Bar Shalev

14,916,342

12,416,863

14,294,931

Shmuel "Muli" Ben Zvi, Ph.D.

22,781,806

4,551,399

14,294,931

Pol F. Boudes, M.D.

22,866,402

4,466,803

14,294,931

Gwen A. Melincoff

22,884,691

4,448,514

14,294,931

Aharon Schwartz, Ph.D.

20,105,843

7,227,362

14,294,931

(2)Approval, on a non-binding, advisory basis, the compensation of the Company's named executive officers


For


Against


Abstain

Broker
Non-Votes

17,038,394

9,884,021

410,790

14,294,931

(3)Adoption of amendments to the Protalix BioTherapeutics, Inc. 2006 Stock Incentive Plan, as amended, to increase the number of shares of common stock available under the plan from 12,475,171 shares to 17,475,171 shares and to amend certain other terms of said plan


For


Against


Abstain

Broker
Non-Votes

16,905,530

10,341,645

86,030

14,294,931

(4)Ratification of the appointment of Kesselman & Kesselman, Certified Public Accountant (Isr.), a Member of PricewaterhouseCoopers International Limited, as our independent registered public accounting firm for the fiscal year ending December 31, 2024. A majority of the shares present in person or represented by proxy at the meeting and entitled to vote voted affirmatively in favor of the proposal. The number of votes cast with respect to this matter was as follows:

For

Against

Abstain

37,489,163

3,872,560

266,413