UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Item 5.07 | Submission of Matters to a Vote of Security Holders |
On March 1, 2024, Virios Therapeutics, Inc. (the “Company”) held a special meeting of stockholders (the “Special Meeting”). Present at the Special Meeting in person or by proxy were holders of 12,438,213 shares of common stock of the Company, representing 64.58% of the voting power of the shares of common stock of the Company as of the close of business on January 30, 2024, the record date for the Special Meeting, and constituting a quorum for the transaction of business. Each of Proposal 1 and Proposal 2, having received the votes required by the Company’s bylaws and applicable law, were declared to be duly adopted at the meeting. The matters that were voted upon at the Special Meeting, and the number of votes cast for, withheld or against, as well as the number of abstentions and broker non-votes, as to each such matter are set forth below.
1. Approving the Reverse Stock Split Proposal.
The approval of our reverse stock split was approved, with the following votes tabulated:
For | Against | Abstain | Broker Non-Vote | |||||||||||
7,553,703 | 4,697,955 | 186,555 | — | |||||||||||
2. Approval of the Adjournment of the Special Meeting to a Later Date or Dates, if Necessary or Appropriate, to Solicit Additional Proxies if There Are Insufficient Votes to Adopt Proposal 1.
The approval of approval of the adjournment of the Special Meeting to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt Proposal 1 was approved, with the following votes tabulated:
For | Against | Abstain | Broker Non-Vote | |||||||||||
7,778,383 | 4,484,974 | 174,856 | — | |||||||||||
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SIGNATURES
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.
| VIRIOS THERAPEUTICS, INC. | |
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| By: | /s/ Angela Walsh |
| Name: | Angela Walsh |
Title: | Senior Vice President of Finance, Corporate Secretary and Treasurer | |
March 6, 2024 | ||
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