| UNITED STATES |
| SECURITIES AND EXCHANGE COMMISSION |
| WASHINGTON, DC 20549 |
| FORM |
| CURRENT REPORT PURSUANT |
| TO SECTION 13 OR 15(D) OF THE |
| SECURITIES EXCHANGE ACT OF 1934 |
| Date
of report (Date of earliest event reported): |
(Exact Name of Registrant as Specified in Its Charter)
| (State or Other Jurisdiction of Incorporation or Organization) |
(Commission File Number) | (IRS Employer Identification No.) |
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| |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s Telephone Number,
Including Area Code: (
(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)) |
| 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. ¨ |
Securities registered pursuant to Section 12(b) of the Act:
|
Title of each class |
Trading Symbol |
Name of each exchange on which registered |
| Not applicable | Not applicable | Not applicable |
| Item 5.07 | Submission of Matters to a Vote of Security Holders |
The Annual Meeting of Stockholders (the “Annual Meeting”) of Bionik Laboratories Corp. (the “Company”) was held on December 17, 2021. At the Annual Meeting, the stockholders of the Company voted on the following four proposals and cast their votes as described below. The proposals are described in more detail in the Company’s Definitive Proxy Statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on November 17, 2021.
Proposal 1: Election of the seven nominees listed below to serve on the Board of Directors of the Company until the next Annual Meeting of Stockholders and until their respective successors have been duly elected and qualified:
| Nominee | For | Withhold Authority | ||||||
| Andre Auberton-Herve | 3,400,063 | 5,091 | ||||||
| Remi Gaston-Dreyfus | 3,410,495 | 15,523 | ||||||
| P. Gerald Malone | 3,400,063 | 15,523 | ||||||
| Joseph Martin | 3,400,063 | 15,523 | ||||||
| Charles Matine | 3,400,063 | 15,523 | ||||||
| Audrey Thevenon | 3,373,967 | 41,619 | ||||||
| Michal Prywata | 3,403,398 | 12,188 | ||||||
Proposal 2: To approve an advisory (non-binding) resolution to approve the compensation of the Company’s named executive officers.
| For | Against | Abstain | ||||||||
| 3,407,847 | 6,430 | 1,309 | ||||||||
Proposal 3: To recommend, on an advisory (non-binding) basis, the frequency with which shareholders shall be entitled to vote on the compensation of named executive officers.
| One Year | Two Years | Three Years | Abstain | |||||||||||
| 59,655 | 666,868 | 2,688,178 | 855 | |||||||||||
Accordingly, the Company’s board of directors determined that the Company will hold a say-on-pay advisory vote every three years.
Proposal 4: To ratify MNP, LLP as the Company’s independent public accountants for the year ending March 31, 2022.
| For | Against | Abstain | ||||||||
| 3,467,635 | 1,049 | 3,136 | ||||||||
| Item 9.01 | Financial Statements and Exhibits. |
| Exhibit | Description | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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 thereunto duly authorized.
Date: December 20, 2021
| BIONIK LABORATORIES CORP. | ||
| By: | /s/ Rich Russo Jr. | |
| Name: | Rich Russo Jr. | |
| Title: | Chief Financial Officer and Interim CEO | |