Form 8-K/A Say on Pay Voting Frequency true 0001710340 0001710340 2024-06-11 2024-06-11
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
FORM 8-K/A
 
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
June 11, 2024
Date of Report (Date of earliest event reported)
 
 
ETON PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
001-38738
37-1858472
(State of
(Commission
(I.R.S. Employer
incorporation)
File Number)
Identification Number)
 
21925 W. Field Parkway, Suite 235
Deer Park, Illinois 60010-7208
(Address of principal executive offices) (Zip code)
 
(847) 787-7361
(Registrant’s telephone number, including area code)
 
 
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 Stock, par value $0.001 per share
  
ETON
  
NASDAQ Global 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. ☐
 
 
 
 
This Current Report on Form 8-K/A (this “Amendment”) amends the Current Report on Form 8-K filed by Eton Pharmaceuticals, Inc. (the “Company”) with the U.S. Securities and Exchange Commission on June 11, 2024 (the “Original Form 8-K”). The Original Form 8-K was filed to report the results of the Company’s 2024 Annual Meeting of Shareholders held on June 11, 2024 (the “Annual Meeting”). The sole purpose of this Amendment is to disclose, in accordance with Item 5.07(d) of Form 8-K, the Company’s decision as to the frequency of future shareholder advisory votes regarding the compensation of the Company’s named executive officers (“Say-on-Pay votes”). Except as set forth herein, no other changes have been made to the Original Form 8-K.
 
 
Item 5.07.  Submission of Matters to a Vote of Security Holders
 
At a meeting held August 1, 2024, the Company’s Board of Directors (the “Board”), after considering that a majority of the votes at the Annual Meeting were cast in favor of conducting advisory Say-on-Pay votes on an annual basis, determined that the Company will conduct Say-on-Pay votes every third year until the next shareholder advisory vote regarding the frequency of Say-on-Pay votes.
 
 
 
2
 
 
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.
 
Date: August 2, 2024
By:
/s/ James R. Gruber
   
James R. Gruber
   
Chief Financial Officer and Secretary
   
(Principal Financial Officer)
 
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Document And Entity Information
Jun. 11, 2024
Document Information [Line Items]  
Entity, Registrant Name ETON PHARMACEUTICALS, INC.
Document, Type 8-K/A
Document, Period End Date Jun. 11, 2024
Entity, Incorporation, State or Country Code DE
Entity, File Number 001-38738
Entity, Tax Identification Number 37-1858472
Entity, Address, Address Line One 21925 W. Field Parkway
Entity, Address, Address Line Two Suite 235
Entity, Address, City or Town Deer Park
Entity, Address, State or Province IL
Entity, Address, Postal Zip Code 60010-7208
City Area Code 847
Local Phone Number 787-7361
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock
Trading Symbol ETON
Security Exchange Name NASDAQ
Entity, Emerging Growth Company false
Amendment Description Form 8-K/A Say on Pay Voting Frequency
Amendment Flag true
Entity, Central Index Key 0001710340
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