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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):

July 16, 2024

 

60 DEGREES PHARMACEUTICALS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-41719   45-2406880
(State or other jurisdiction
of Incorporation)		   (Commission File Number)   (IRS Employer
Identification Number)

 

1025 Connecticut Avenue NW, Suite 1000

Washington, D.C.

   20036
(Address of registrant’s principal executive office)   (Zip code)

 

(202) 327-5422

(Registrant’s telephone number, including area code)

 

Not Applicable

(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))

 

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 $0.0001   SXTP   The Nasdaq Stock Market LLC
Warrants, each warrant to purchase one share of Common Stock   SXTPW   The Nasdaq Stock Market LLC

 

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. ☐

 

 

 

 

 

 

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

 

On July 16, 2024, 60 Degrees Pharmaceuticals, Inc., a Delaware corporation (the “Company”), held its virtual 2024 Annual Stockholders Meeting (the “Meeting”).

 

As of the close of business on May 17, 2024, the record date for the determination of stockholders entitled to vote at the Meeting, there were 12,206,116 shares of the Company’s common stock, par value $0.0001 per share, issued and outstanding, with each share entitled to one vote on each proposal at the Meeting. At the Meeting, the combined holders of 6,329,996 shares of the voting stock entitled to notice of and to vote at the Meeting were represented in person or by proxy, representing approximately 51.86% of the outstanding voting shares, and thereby a quorum pursuant to the Delaware General Corporation Law and the amended and restated bylaws of the Company was present for the transaction of business at the Meeting.

 

The final results for each of the matters considered at the Meeting were as follows:

 

  1. Election of the five nominees to the Board of Directors of the Company:

 

Name  Votes For   Votes Against  Abstained   Broker
Non-Votes		 
Geoffrey Dow   3,654,324   0   1,277,025    1,398,647 
Charles Allen   3,635,622   0   1,295,727    1,398,647 
Stephen Toovey   3,632,099   0   1,299,250    1,398,647 
Cheryl Xu   3,623,825   0   1,307,524    1,398,647 
Paul Field   3,639,320   0   1,292,029    1,398,647 

 

Each director nominee was elected to serve as a director until the Company’s 2025 annual meeting of stockholders, or until such person’s successor is duly elected and qualified, or until such person’s earlier resignation, death or removal. Due to the fact that directors are elected by a plurality of the votes cast, votes could only be cast in favor of or withheld from the nominees and thus votes against were not applicable.

 

2.Approval of an amendment to the 60 Degrees Pharmaceuticals, Inc. 2022 Equity Incentive Plan to increase the number of shares of common stock available for issuance by 5,000,000 shares:

     

Votes For   Votes Against   Abstentions 
 3,084,681    1,827,068    19,600 

 

The affirmative vote of the holders of a majority of the shares represented at the Meeting and entitled to vote was required for approval. The proposal was approved.

 

3.Approval of an amendment to the certificate of incorporation, as corrected, of the Company, to effect a reverse stock split of the common stock at a reverse stock split ratio ranging from 1:5 to 1:12 inclusive, as determined by the Board of Directors of the Company in its sole discretion:

     

Votes For   Votes Against   Abstentions 
 5,426,852    840,966    62,178 

 

The affirmative vote of the holders of a majority of the shares represented at the Meeting and entitled to vote was required for approval. The proposal was approved.

 

4.Approval of a modification to the strike price of options granted to the Chief Executive Officer and President and Chief Financial Officer of the Company to comply with Listing Rule 5635(c) of The Nasdaq Stock Market LLC:

     

Votes For   Votes Against   Abstentions 
 3,265,896    1,511,525    153,928 

 

The affirmative vote of the holders of a majority of the shares represented at the Meeting and entitled to vote was required for approval. The proposal was approved.

 

1

 

 

5.Approval of the issuance of options granted to a consultant to comply with Listing Rule 5635(c) of The Nasdaq Stock Market LLC:

     

Votes For   Votes Against   Abstentions 
 3,445,951    1,420,751    64,647 

 

The affirmative vote of the holders of a majority of the shares represented at the Meeting and entitled to vote was required for approval. The proposal was approved.

 

6.Ratification of the selection by the Board of Directors of the Company of RBSM LLP as its independent auditor for the fiscal year ending December 31, 2024:

     

Votes For   Votes Against   Abstentions 
 6,248,355    50,258    31,383 

 

The affirmative vote of the holders of a majority of the shares represented at the Meeting and entitled to vote was required for approval. The proposal was approved.

 

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: July 16, 2024 60 DEGREES PHARMACEUTICALS, INC.
     
  By: /s/ Geoffrey Dow
  Name:  Geoffrey Dow
  Title: Chief Executive Officer and President

 

 

3

 

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