UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): May 31, 2022
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Aptose Biosciences Inc.
(Exact name of registrant as specified in its charter)
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| Canada | 001-32001 | 98-1136802 |
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
251 Consumers Road, Suite 1105
Toronto, Ontario Canada M2J 4R3
(Address of Principal Executive Offices) (Zip Code)
(647) 479-9828
(Registrant's telephone number, including area code)
(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:
| ☐ | 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)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Shares, no par value | APTO | Nasdaq Capital 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 ☐
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. ☐
On May 31, 2022, Aptose Biosciences Inc., or the “Corporation”, held its Annual General Meeting of Shareholders. At the meeting, shareholders voted in favor of all items of business, as indicated below:
Proposal No. 1—Election of Directors
The Corporation’s shareholders voted to elect the following persons to the board of directors of the Corporation, each to serve until the 2022 Annual General Meeting:
| Nominee | Votes For | % Votes For | Votes Withheld | % Votes Withheld | Broker Non-Votes | ||
| Ms. Carol G. Ashe | 17,610,847 | 97.26 | 495,432 | 2.74 | 31,202,256 | ||
| Dr. Denis Burger | 17,742,804 | 97.99 | 363,475 | 2.01 | 31,202,256 | ||
| Dr. Erich Platzer | 17,727,289 | 97.91 | 378,990 | 2.09 | 31,202,256 | ||
| Dr. William G. Rice | 17,620,559 | 97.32 | 485,720 | 2.68 | 31,202,256 | ||
| Dr. Mark D. Vincent | 16,878,019 | 93.22 | 1,228,260 | 6.78 | 31,202,256 | ||
| Mr. Warren Whitehead | 17,729,501 | 97.92 | 376,778 | 2.08 | 31,202,256 |
Proposal No. 2—Appointment of Independent Registered Public Accounting Firm
The Corporation’s shareholders voted to approve the appointment of KPMG LLP as the independent registered public accounting firm of the Corporation until the next annual shareholders’ meeting or until a successor is named.
| Votes For | % Votes For | Vote Against | % Votes Against | Abstain | Broker Non-Votes |
| 47,107,992 | 95.54 | 2,038,623 | 4.13 | 161,920 | 0 |
Proposal No. 3—Resolution on amendment of the 2021 Stock Incentive Plan
The Corporation’s shareholders passed an ordinary resolution approving an amendment to the Corporation’s 2021 stock incentive plan to increase the number of shares available thereunder by 3,000,000.
| Votes For | % Votes For | Vote Against | % Votes Against | Abstain | Broker Non-Votes |
| 16,600,484 | 91.68 | 1,422,330 | 7.86 | 83,464 | 31,202,257 |
Proposal No. 4—Resolution on Compensation of Corporations Named Executive Officers
The Corporation’s shareholders passed an advisory (non-binding) resolution to approve the compensation of the Corporation’s named executive officers.
| Votes For | % Votes For | Vote Against | % Votes Against | Abstain | Broker Non-Votes |
| 16,902,574 | 93.35 | 1,031,978 | 5.70 | 171,727 | 31,202,256 |
(d) Exhibits.
Exhibit 99.1. Press release, dated May 31, 2022
Exhibit 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURE
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.
| Aptose Biosciences Inc. | ||
| Date: May 31, 2022 | By: | /s/ William G. Rice, Ph.D. |
| William G. Rice, Ph.D. | ||
| Chairman, President and Chief Operating Officer | ||
EXHIBIT 99.1
Aptose Biosciences Announces Results of Annual Meeting of Shareholders
SAN DIEGO and TORONTO, May 31, 2022 (GLOBE NEWSWIRE) -- Aptose Biosciences Inc. (“Aptose” or the “Company”) (NASDAQ: APTO, TSX: APS), a clinical-stage precision oncology company developing highly differentiated oral kinase inhibitors to treat hematologic malignancies, today announced the voting results from the Company’s annual and special meeting of shareholders held today, May 31, 2022 (the “Meeting”). A total of 53.46% of the common shares of the Company entitled to be voted were represented by shareholders present or represented by proxy at the Meeting.
The Company is pleased to announce that all of the nominees listed in the proxy statement dated April 19, 2022 were elected as Directors. The results of the vote are detailed below:
Aptose shareholders also voted in favor of the following matters:
Please refer to the Company’s proxy statement available on SEDAR at www.sedar.com or EDGAR https://www.sec.gov/edgar.shtml for more details on the matters covered at the Meeting. Final voting results on all matters voted on at the Meeting will also be filed on SEDAR and EDGAR.
About Aptose
Aptose Biosciences is a clinical-stage biotechnology company committed to developing precision medicines addressing unmet medical needs in oncology, with an initial focus on hematology. The Company's small molecule cancer therapeutics pipeline includes products designed to provide single agent efficacy and to enhance the efficacy of other anti-cancer therapies and regimens without overlapping toxicities. The Company has two clinical-stage oral kinase inhibitors under development for hematologic malignancies: HM43239, an oral, myeloid kinome inhibitor in an international Phase 1/2 trial in patients with relapsed or refractory acute myeloid leukemia (AML); and luxeptinib, an oral, dual lymphoid and myeloid kinome inhibitor in a Phase 1 a/b trial in patients with relapsed or refractory B cell malignancies who have failed or are intolerant to standard therapies, and in a separate Phase 1 a/b trial in patients with relapsed or refractory AML or high risk myelodysplastic syndrome (MDS). For more information, please visit www.aptose.com.