Current Report Filing (8-k)
12 Junio 2023 - 4:07PM
Edgar (US Regulatory)
0001549084
false
0001549084
2023-06-08
2023-06-08
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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
June 8, 2023
Date
of Report (date of earliest event reported)
Ekso Bionics Holdings, Inc.
(Exact
name of registrant as specified in its charter)
Nevada |
001-37854 |
99-0367049 |
(State or other jurisdiction of
incorporation or organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
101 Glacier Point, Suite A |
San Rafael |
California |
94901 |
(Address of Principal Executive Offices) |
(Zip Code) |
(510)
984-1761
Registrant's
telephone number, including area code
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 (see General Instruction A.2. below):
| ¨ | 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 Stock, $0.001 par value per share |
EKSO |
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.
¨
Item 1.01. Entry into a Material Definitive Agreement.
On June 12, 2023,
Ekso Bionics Holdings, Inc. (the “Company”) entered into an amendment (the “Amendment”) to that certain At
the Market Offering Agreement dated as of October 9, 2020 (the “Sales Agreement”), by and between the Company and H.C.
Wainwright & Co., LLC (the “Agent”), pursuant to which the Company may offer
and sell, from time to time, through the Agent, shares of the Company’s common stock, par value $0.001 per share (the “Shares”),
in an “at-the-market” offering. The Amendment amends the Sales Agreement to remove the $6.75 per share floor sales price.
The Sales Agreement is otherwise unchanged. To date, the Company has issued and sold 77,594 Shares at an average price per share of $10.72 for
approximate proceeds of $791,217, net of commission and expenses, and $6,668,332 remains available for future offerings under the
prospectus supplement filed with respect to the Sales Agreement.
This
Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy any Shares, nor shall there
be any offer, solicitation or sale of any Shares in any state or country in which such offer, solicitation or sale would be unlawful
prior to registration or qualification under the securities laws of any such state or country.
The
foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text
of the Amendment, a copy of which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.
Item
5.07. Submission of Matters to a Vote of Security Holders.
On June 8, 2023, the Company held its 2023
Annual Meeting of Stockholders (the "Annual Meeting"). The stockholders voted on the following proposals at the Annual Meeting:
|
1. |
To elect five persons to the Company’s board of directors, to serve until the annual meeting of stockholders to be held in 2024 and until their respective successors are elected and qualified, or until their earlier death, resignation or removal; |
|
2. |
To amend the Company's Amended and Restated 2014 Equity Incentive Plan to increase the total number of shares of common stock authorized for issuance pursuant to awards granted thereunder from 2,524,286 shares to 3,724,286 shares; |
|
3. |
To approve, in an advisory (non-binding) vote, the compensation of the Company’s named executive officers; and |
|
4. |
To ratify the appointment of WithumSmith+Brown, PC as the Company’s independent auditors for the year ending December 31, 2023. |
For more information about the foregoing proposals,
see the Company’s proxy statement, filed with the Securities and Exchange Commission on April 28, 2023.
The voting results for each of the proposals are as follows:
Nominee |
|
For |
|
Withheld |
|
Broker Non-votes |
Scott G. Davis |
|
4,312,949 |
|
159,537 |
|
2,757,364 |
Mary Ann Cloyd |
|
4,312,653 |
|
159,833 |
|
2,757,364 |
Corinna Lathan, Ph.D. |
|
4,314,029 |
|
158,457 |
|
2,757,364 |
Charles Li, Ph.D. |
|
3,991,444 |
|
481,042 |
|
2,757,364 |
Rhonda A. Wallen |
|
4,313,063 |
|
159,423 |
|
2,757,364 |
Each director nominee was duly elected to serve until the 2024 annual
meeting of stockholders and until his or her successor is duly elected and qualified, subject to earlier resignation or removal.
2. |
Amendment of 2014 Equity Incentive Plan |
For |
|
Against |
|
Abstained |
|
Broker Non-votes |
3,898,757 |
|
551,457 |
|
22,272 |
|
2,757,364 |
The
stockholders approved the amendment of the Company’s Amended and Restated 2014 Equity Incentive Plan to increase the total
number of shares of common stock authorized for issuance pursuant to awards granted thereunder from 2,524,286 shares to 3,724,286 shares.
3. |
Advisory Vote on Named Executive Officer Compensation |
For |
|
Against |
|
Abstained |
|
Broker Non-votes |
4,111,482 |
|
293,055 |
|
67,949 |
|
2,757,364 |
The stockholders approved, on an advisory basis,
the compensation of the Company’s named executive officers.
4. |
Ratification of Appointment of Independent Registered Public Accounting Firm |
For |
|
Against |
|
Abstained |
|
Broker Non-votes |
7,027,946 |
|
152,140 |
|
49,764 |
|
n/a |
The
stockholders ratified the appointment of WithumSmith+Brown, PC as the Company’s independent registered public accounting
firm for the fiscal year ending December 31, 2023.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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.
|
EKSO
BIONICS HOLDINGS, INC. |
|
|
|
By: |
/s/ Jerome Wong |
|
Name: |
Jerome Wong |
|
Title: |
Chief Financial Officer |
|
|
|
Dated:
June 12, 2023 |
Ekso Bionics (NASDAQ:EKSO)
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