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HROW Harrow Health

Filed: 7 Jun 21, 4:30pm

 

 

 

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 3, 2021

 

HARROW HEALTH, INC.

(Exact name of registrant as specified in its charter)

 

Delaware 001-35814 45-0567010

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

102 Woodmont Blvd., Suite 610  
Nashville, Tennessee 37205
(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (615) 733-4730

 

Not Applicable

 

(Former Name or Former Address, if Changed Since Last Report)

 

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

 

Title of each class Trading Symbol(s) Name on exchange on which registered
Common Stock, $0.001 par value per share HROW The NASDAQ Global Market
8.625% Senior Notes due 2026 HROWL The NASDAQ Global Market

 

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 (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 or Rule 12b-2 of the Securities Act of 1934: Emerging growth company

 

If any 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

As further discussed below in Item 5.07, on June 3, 2021, at the 2021 annual meeting of stockholders (the “Annual Meeting”) of Harrow Health, Inc. (the “Company”), the stockholders of the Company approved an amendment (the “Amendment”) to the Company’s 2017 Incentive Stock and Awards Plan (the “Plan”). The Amendment increased by 4,000,000 the aggregate number of shares of the Company’s common stock which may be issued or used for reference purposes for awards granted under the Plan and includes certain other changes with respect to the Plan. A summary of the material terms of the Amendment and the Plan is set forth on pages 6 through 9 of the Company’s definitive proxy statement for the Annual Meeting, filed with the Securities and Exchange Commission (the “SEC”) on April 23, 2021. The summary and the foregoing description of the Amendment and the Plan are qualified in their entirety by reference to the text of the Amendment and the Plan, copies of which are incorporated herein by reference.

 

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

 

On June 3, 2021, the Company held the Annual Meeting at 102 Woodmont Blvd., Suite 610, Nashville, Tennessee 37205. The number of shares of common stock entitled to vote at the Annual Meeting was 25,983,666. The number of shares of common stock present or represented by valid proxy at the Annual Meeting was 20,600,874. All matters submitted to a binding vote of stockholders at the Annual Meeting were approved. The number of votes cast for and against, and the number of abstentions and broker non-votes with respect to the matters voted upon at the Annual Meeting, are set forth below:

 

Proposal 1: Election of Directors

 

Stockholders voted to elect to the Board of Directors the five (5) director nominees named in the Company’s proxy statement to serve until the 2022 annual meeting of stockholders or until their successors are duly elected and qualified. The results of the voting were:

 

Directors For  Withheld  Broker Non-Vote 
Mark L. Baum  15,881,779   83,252   4,635,843 
Richard L. Lindstrom  14,072,231   1,892,800   4,635,843 
Robert J. Kammer  13,576,172   2,388,859   4,635,843 
Teresa F. Sparks  15,057,886   907,145   4,635,843 
R. Lawrence Van Horn  15,874,425   90,606   4,635,843 

 

Proposal 2: Ratification of Auditors

 

Stockholders ratified the selection of KMJ Corbin & Company, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021. The results of the voting were:

 

For  Against  Abstain  Broker Non-Vote 
 20,353,990   84,972   161,912   - 

 

Proposal 3: To approve an amendment to the Harrow Health, Inc. 2017 Incentive Stock and Awards Plan.

 

Stockholders approved an amendment to the Company’s 2017 Incentive Stock and Awards Plan. The results of the voting were:

 

For  Against  Abstain  Broker Non-Vote 
 12,632,036   3,196,329   136,666   4,635,843 

 

Proposal 4: To approve on an advisory basis, the compensation of the Company’s named executive officers.

 

Stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers. The results of the voting were:

 

For  Against  Abstain  Broker Non-Vote 
 14,781,072   600,632   583,327   4,635,843 

 

 
 

 

Item 9.01 Financial Statements and Exhibits.

 

(d)Exhibits
  
10.1Harrow Health, Inc. 2017 Incentive Stock and Awards Plan. (a)
  
10.2First Amendment to the Harrow Health, Inc. 2017 Incentive Stock and Awards Plan. (b)

 

 

 

(a)Incorporated by reference to Exhibit 10.1 to the Company’s Registration Statement on Form S-8 filed with the SEC on August 25, 2017.
(b)Incorporated by reference to Appendix A to the Company’s Definitive Proxy Statement filed with the SEC on April 23, 2021.

 

 
 

 

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.

 

 HARROW HEALTH, INC.
  
Dated: June 7, 2021By:/s/ Andrew R. Boll
  Andrew R. Boll
  Chief Financial Officer