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): May 28, 2019
CYTORI THERAPEUTICS, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
001-34375 |
33-0827593 |
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(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification Number) |
3020 Callan Road, San Diego, California 92121
(Address of principal executive offices, with zip code)
(858) 458-0900
(Registrant's telephone number, including area code)
n/a
(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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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:
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Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
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Common Stock, par value $0.001 |
CYTX |
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 □
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. □
On May 28, 2019, Cytori Therapeutics, Inc. (the “Company”) adjourned its 2019 Annual Meeting of Stockholders (the “Annual Meeting”) before any of the proposals set forth in the Company’s Definitive Proxy Statement on Schedule 14A, filed with the Securities and Exchange Commission on April 19, 2019 (the “Proxy Statement”), were voted upon. In announcing the adjournment of the Annual Meeting, the chairman of the meeting announced that the Annual Meeting will reconvene on June 18, 2019 at 9:00 a.m., Pacific Time, at 3020 Callan Road, San Diego, California 92121, the Company’s headquarters. The Company does not expect any items of business at the re-convened Annual Meeting other than those set forth in the Proxy Statement.
A copy of the press release announcing the adjournment of the Annual Meeting is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
The following exhibits are furnished as part of this Current Report on Form 8-K:
(d) Exhibits.
99.1Press Release, dated May 30, 2019.
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.
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CYTORI THERAPEUTICS, INC. |
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Date: May 30, 2019 |
By: /s/ Gary Titus |
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Gary Titus |
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Chief Financial Officer |
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Exhibit 99.1
Cytori Announces New Annual Stockholders Meeting Date for June 18
May 28 Meeting Adjourned to Provide Additional Time to Obtain Approval of Key Business
SAN DIEGO, CA — (GLOBE NEWSWIRE) May 30, 2019 — Cytori Therapeutics, Inc. (Nasdaq: CYTX) today announced that it convened its annual meeting of stockholders on Tuesday, May 28, 2019 and adjourned the meeting until Tuesday, June 18, 2019, at 9:00 a.m., Pacific Time. The annual meeting was adjourned to allow the Company’s stockholders an additional opportunity to evaluate Proposal 4, relating to the approval of a reverse stock split of the Company’s common stock. Although more than 64% of the votes cast were in favor of the reverse stock split (Proposal 4), approval requires the affirmative vote of a majority of the outstanding shares of common stock.
The annual meeting was adjourned until 9:00 a.m., Pacific Time, on June 18, 2019 at 3020 Callan Road, San Diego, California 92121, the Company’s headquarters and the original location of the annual meeting. The record date for the annual meeting remains March 29, 2019. Stockholders that have yet to vote are requested to do so prior to the new June 18 meeting date and are encouraged to vote in favor of the reverse stock split as outlined in the Company’s proxy materials.
Stockholders who have previously sent in proxy cards or given instructions to brokers do not need to re-cast their votes unless they want to change their vote. Proxies previously submitted in respect of the meeting will be voted at the adjourned meeting unless properly revoked.
If stockholders have questions, need help voting shares, or want to change a vote in favor of Proposal 4, please call the voting center at (289) 695-3947.
About Cytori Therapeutics, Inc.
Cytori is developing, manufacturing, and commercializing nanoparticle-delivered oncology drugs. Cytori is focused on the liposomal encapsulation of anti-neoplastic chemotherapy agents or other drugs which may enable the effective delivery of the agents to target sites while reducing systemic toxicity and improving pharamacokinetics. Cytori’s pipeline consists of ATI-0918 pegylated liposomal doxorubicin hydrochloride for breast cancer, ovarian cancer, multiple myeloma, and Kaposi’s sarcoma, a complex/hybrid generic drug, and ATI-1123 patented albumin-stabilized pegylated liposomal docetaxel for multiple solid tumors. For more information, please visit ir.cytori.com.
Cytori Therapeutics, Inc.
Gary Titus, +1 (858) 458.0900
ir@cytori.com
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