Palatin Technologies Inc.

06/28/2024 | Press release | Distributed by Public on 06/28/2024 07:01

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

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

On June 27, 2024, Palatin Technologies, Inc. (the "Company") held its annual meeting of stockholders (the "Annual Meeting") to consider and vote on the following: (1) election of directors ("Proposal 1"), (2) ratification of the appointment of the Company's independent registered public accounting firm for the fiscal year ending June 30, 2024 ("Proposal 2"), (3) approval of an amendment to the Company's 2011 Stock Incentive Plan, as amended and restated, to increase the number of shares available for equity awards by 1,000,000 shares ("Proposal 3"), and (4) to advise the Company whether stockholders approve the compensation of the Company's named executive officers for the fiscal year ended June 30, 2023 ("Proposal 4").

As of May 22, 2024 (the "Record Date"), the total number of outstanding shares entitled to vote at the Annual Meeting was: 16,136,649 shares of common stock, one vote per share and 4,030 shares of Series A Preferred Stock, with approximately 1.32 votes per share, for an aggregate of 5,333 votes. The combined total of votes entitled to be cast at the Annual Meeting as of the Record Date was a total of 16,141,973 votes. At the Annual Meeting, the total number of votes present in person or by proxy was 7,137,392.

Proposal 1. Election of Directors. The stockholders elected the following seven directors to serve until the next annual meeting, or until their successors are elected and qualified, by the votes set forth below:

Nominee

FOR

WITHHELD

01) Carl Spana, Ph.D.

1,456,961

399,669

02) John K.A. Prendergast, Ph.D.

1,356,125

500,505

03) Robert K. deVeer, Jr.

1,384,910

471,720

04) J. Stanley Hull

1,396,471

460,159

05) Alan W. Dunton, M.D.

1,435,758

420,872

06) Arlene M. Morris

1,367,820

488,810

07) Anthony M. Manning, Ph.D.

1,473,920

382,710

Broker Non-Votes:

5,280,762

for each director

Proposal 2. Ratification of Appointment of Independent Registered Public Accounting Firm. The stockholders ratified the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2024, by the votes set forth below:

For

Against

Abstain

6,728,849

345,561

62,982

Broker Non-Votes: Not Applicable

Proposal 3. Approval of an Amendment to the Company's 2011 Stock Incentive Plan to Increase the Number of Shares Available for Equity Awards by 1,000,000 Shares. The stockholders approved the amendment to the Company's 2011 Stock Incentive Plan to increase the number of shares available for equity awards by 1,000,000 shares, by the votes set forth below:

For

Against

Abstain

1,103,832

722,486

30,312

Broker Non-Votes: 5,280,762

Proposal 4: Advise the Company whether Stockholders Approve the Compensation of the Company's Named Executive Officers for the fiscal year ended June 30, 2023. The stockholders voted to advise the Company that they do approve the compensation of the Company's named executive officers, by the votes set forth below:

For

Against

Abstain

925,432

664,821

266,377

Broker Non-Votes: 5,280,762

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