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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

 

Date of report (Date of earliest event reported): June 13, 2024

 

Nuvectis Pharma, Inc.

(Exact Name of Registrant as Specified in Charter)

 

Delaware
(State or Other Jurisdiction
of Incorporation)		   001-41264
(Commission File Number)		   86-2405608
(IRS Employer Identification No.)

 

1 Bridge Plaza Suite 275

Fort Lee, NJ 07024

(Address of Principal Executive Offices)

 

(201) 614-3150

(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.
   
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act.
   
¨ Pre-commencement communications pursuant to Rule 14d-2b under the Exchange Act.
   
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

Securities registered pursuant to Section 12(b) of the Exchange Act:

 

Title of Class Trading Symbol(s) Exchange Name
Common Stock          NVCT 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 x

 

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

 

On Thursday, June 13, 2024, at 10:00 a.m. Eastern Time, by means of an online meeting platform, the Company held its 2024 Annual Meeting. Stockholders representing 12,227,134, or 66.55%, of the 18,370,758 shares of common stock outstanding on the record date of April 15, 2024 were present in person or by proxy, constituting a quorum under applicable law. Proxies were solicited by the Company pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended. Each of the proposals below are described in detail in the Company’s definitive proxy statement on Schedule 14A for the 2024 Annual Meeting, filed with the SEC on April 29, 2024. At the 2024 Annual Meeting, all of the proposals were approved.

 

The results are as follows:

 

Proposal 1

 

The votes with respect to the election of the Class II directors to hold office until the 2027 annual meeting were as follows:

 

Director  Votes For   Votes
Against		   Abstentions /
Votes Withheld		   Broker
Non-Votes		 
Kenneth Hoberman  8,026,155   809,797   2,637   3,388,545 
Matthew Kaplan  8,502,724   333,228   2,637   3,388,545 

 

Proposal 2

 

The vote with respect to the ratification of Kesselman & Kesselman as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024 was as follows:

 

Votes For   Votes
Against		   Abstentions /
Votes Withheld		  Broker
Non-Votes		 
12,055,252   31,882   140,000   - 

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  Nuvectis Pharma, Inc.
  (Registrant)
     
Date: June 13, 2024    
  By: /s/ Ron Bentsur
    Ron Bentsur
    Chairman, Chief Executive Officer and President

 

 

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Jun. 13, 2024
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Entity File Number 001-41264
Entity Registrant Name Nuvectis Pharma, Inc.
Entity Central Index Key 0001875558
Entity Tax Identification Number 86-2405608
Entity Incorporation, State or Country Code DE
Entity Address, Address Line One 1 Bridge Plaza Suite 275
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