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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): June 9, 2022

 

HARROW HEALTH, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-35814   45-0567010

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

  (IRS Employer Identification No.)

 

102 Woodmont Blvd., Suite 610    
Nashville, Tennessee   37205
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (615) 733-4730

 

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name on exchange on which registered
Common Stock, $0.001 par value per share   HROW   The NASDAQ Global Market
8.625% Senior Notes due 2026   HROWL   The NASDAQ Global Market

 

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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Act of 1934: Emerging growth company

 

If any 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 June 9, 2022, the Company held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”). The number of shares of common stock entitled to vote at the Annual Meeting was 27,031,127. The number of shares of common stock present or represented by valid proxy at the Annual Meeting was 19,375,716. All matters submitted to a binding vote of stockholders at the Annual Meeting were approved. The number of votes cast for and against, and the number of abstentions and broker non-votes with respect to the matters voted upon at the Annual Meeting, are set forth below:

 

Proposal 1: Election of Directors

 

Stockholders voted to elect to the Board of Directors the six (6) director nominees named in the Company’s proxy statement to serve until the 2023 annual meeting of stockholders or until their successors are duly elected and qualified. The results of the voting were:

 

Directors  For   Withheld   Broker Non-Vote 
Mark L. Baum   13,871,325    23,201    5,481,190 
Richard L. Lindstrom   13,754,017    140,509    5,481,190 
Martin A. Makary   13,841,394    53,132    5,481,190 
Teresa F. Sparks   13,502,538    391,988    5,481,190 
Perry J. Sternberg   13,836,165    58,361    5,481,190 
R. Lawrence Van Horn   13,310,958    583,568    5,481,190 

 

Proposal 2: Ratification of Auditors

 

Stockholders ratified the selection of KMJ Corbin and Company, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022. The results of the voting were:

 

For   Against   Abstain   Broker Non-Vote 
 19,111,223    230,446    34,047    - 

 

Proposal 3: To approve on an advisory basis, the compensation of the Company’s named executive officers.

 

Stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers. The results of the voting were:

 

For   Against   Abstain   Broker Non-Vote 
 13,569,789    284,580    40,157    5,481,190 

 

 

 

 

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.

 

  HARROW HEALTH, INC.
   
Dated: June 13, 2022 By: /s/ Andrew R. Boll
    Andrew R. Boll
    Chief Financial Officer