Phio Pharmaceuticals Corp. SEC Filing - Amended Current report (8-K/A) November 8, 2019
Explanatory Note On October 25, 2019, Phio Pharmaceuticals Corp. (the “Company”) filed a Current Report on Form 8-K (the “Original Report”) with the Securities and Exchange Commission to report the voting results of the Company’s 2019 Annual Meeting of Stockholders held on October 24, 2019 (reconvened from the meeting initially called for October 10, 2019) (the “Annual Meeting”). The Original Report included voting results for all proposals included in the Company’s Definitive Proxy Statement, filed on Schedule 14A on August 30, 2019 (the “Proxy Statement”) except for Proposal No. 4, which was a proposal to authorize a reverse split of the Company’s common stock within a range approved by stockholders (the “Reverse Split Proposal”). On November 7, 2019, the Company reconvened the Annual Meeting (the “Reconvened Annual Meeting”) for the purposes of voting on Proposal No. 4. The sole purpose of this Current Report on Form 8-K/A is to report on the outcome of the Reverse Split Proposal. Item 5.07 Submission of Matters to a Vote of Security Holders. Proposal Four: Amendment to the Company’s amended and restated certificate of incorporation to effect a reverse stock split of the Company’s common stock, par value $0.0001 per share at a ratio of not less than 1-for-2 and not greater than 1-for-20, with the exact ratio and effective time of the reverse stock split to be determined by the Company’s board of directors.
Based on the total votes cast and the absence of a majority of outstanding shares voting, the Company’s Board of Directors elected to withdraw the Reverse Split Proposal for consideration from the Reconvened Annual Meeting. 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: November 8, 2019 PHIO PHARMACEUTICALS CORP. By: /s/ Gerrit Dispersyn Gerrit Dispersyn President and Chief Executive Officer
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