ATRX Adhera Therapeutics Inc (CE)

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

The 2019 Annual Meeting of Stockholders (the “Annual Meeting”) of Adhera Therapeutics, Inc. (the “Company”) was held on December 19, 2019, after having been adjourned from December 6, 2019. As of November 12, 2019, the record date for the Annual Meeting, 10,869,530 shares of common stock were issued and outstanding. The holders of the Company’s Series C Convertible Preferred Stock (the “Series C Stock”), Series D Convertible Preferred Stock (the “Series D Stock”), Series E Convertible Preferred Stock (the “Series E Stock”) and Series F Convertible Preferred Stock (the “Series F Stock”) were entitled to an additional 16,169,553 votes at the Annual Meeting, on an as-converted basis, after giving effect to the beneficial ownership limitations set forth in the Certificate of Designation of Rights, Preferences and Privileges of each of the Series C Stock, the Series D Stock, the Series E Stock and the Series F Stock, respectively. A summary of the matters voted upon by stockholders at the Annual Meeting is set forth below. The voting results reported below are final.

Proposal No. 2

The Company’s stockholders approved an amendment of the 2018 Long Term Incentive Plan of the Company to increase the number of shares available for issuance thereunder from 6,000,000 to 8,000,000, based upon the following votes:

Proposal No. 3

The Company’s stockholders ratified the appointment by the Company of Squar Milner LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019 based upon the following votes:

Proposal No. 4

The Company’s stockholders approved an amendment to the Company’s amended and restated certificate of incorporation to effect a reverse stock split, at any time within two (2) years following the Annual Meeting, and in such ratio between a one-for-ten and one-for-seventy reverse stock split, to be determined by the Board of Directors, to be in the best interest of the Company, based upon the following votes:

Proposal No. 5

The Company’s stockholders approved, in a non-binding advisory vote, the compensation of the Company’s named executive officers, based upon the following votes:

Proposal No. 6

The holders of the Series C Stock, Series D Stock, Series E Stock and Series F Stock voted to approve the creation of a new series of the Company’s preferred stock to be designated Series G Convertible Preferred Stock, based upon the following votes: