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): August 29, 2019

 

Osmotica Pharmaceuticals plc

(Exact name of registrant as specified in its charter)

 

Ireland		001-38709		Not Applicable
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

400 Crossing Boulevard Bridgewater, NJ		08807
(Address of principal executive offices)		(Zip Code)

 

(Registrant’s telephone number, including area code): (908) 809-1300

 

Not Applicable

(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:

 

o      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o      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 each exchange on which registered
Ordinary Shares		OSMT		Nasdaq Global Select Market

 

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. x

 

 

 

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

 

At the Extraordinary General Meeting of Shareholders of Osmotica Pharmaceuticals plc (the “Company”) held on August 29, 2019, the Company’s independent shareholders voted on a proposal to approve a waiver of offer obligations under Rule 37 of the Irish Takeover Rules to enable share buybacks or redemptions.

 

The shareholders approved the waiver on the basis of the following votes:

 

For		Against		Abstain		Broker Non-Votes
3,373,340		1,036,232		0		0

 

Item 8.01 Other Events.

 

On September 3, 2019, the board of directors of the Company authorized the repurchase of up to 5,251,892 ordinary shares pursuant to a share repurchase program.  Repurchases, if any, under the program may be effected through November 28, 2020 in accordance with the Company shareholder approval on August 29, 2019 obtained under applicable Irish law, in open market transactions or otherwise as determined by the Company’s authorized officers.

 

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