CLSN Celsion

Filed: 7 Jun 21, 5:21pm






Washington, DC 20549






Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): June 7, 2021 (June 7, 2021)



(Exact name of registrant as specified in its Charter)


Delaware 001-15911 52-1256615

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)


997 Lenox Drive, Suite 100, Lawrenceville, NJ 08648-2311
(Address of principal executive offices) (Zip Code)


(609) 896-9100

(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)
[X]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 $0.01 per share CLSN Nasdaq Capital Market


Indicate by check mark whether the registrant is an emerging growth company as defined in 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 8.01 Other Events


On June 7, 2021, the Company announced that its 2021 Annual Meeting of Stockholders, originally scheduled for Friday, June 4, 2021 at 10:00 a.m., and adjourned and reconvened Friday, June 4, 2021 at 4:00 p.m., was adjourned without any business being conducted due to a quorum not being present to conduct the meeting. The Annual Meeting has been adjourned to 10:00 a.m. ET on Thursday, June 10, 2021. The Company has obtained a quorum to conduct business at the reconvened meeting. Stockholders will be able to attend the reconvened Annual Meeting virtually at


The close of business on April 5, 2021 will continue to be the record date for the determination of stockholders of the Company entitled to vote at the Annual Meeting.


On June 7, 2021, the Company issued a press release announcing the adjournment of the 2021 Annual Meeting of Stockholders. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.


Item 9.01 Financial Statements and Exhibits.


(d) Exhibits.




99.1 Press Release, dated June 7, 2021, announcing adjournment of the Annual Meeting






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.


Dated: June 7, 2021By:/s/ Jeffrey W. Church
  Jeffrey W. Church
  Executive Vice President and Chief Financial Officer