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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): June 26, 2018
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CORMEDIX
INC.
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(Exact
Name of Registrant as Specified in Charter)
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Delaware
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001-34673
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20-5894890
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(State
or Other Jurisdictionof Incorporation)
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(CommissionFile
Number)
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(IRS
EmployerIdentification No.)
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400
Connell Drive, Suite 5000, Berkeley Heights, NJ
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07922
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
Telephone Number, Including Area Code: (908) 517-9500
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(Former
Name or Former Address, If Changed Since Last Report)
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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. ☐
Item
5.07.
Submission
of Matters to a Vote of Security Holders.
We held
a special meeting of stockholders on June 26, 2018. At the meeting,
stockholders voted on the following two proposals and cast their
votes as described below. These matters are described in detail in
the definitive proxy statement, which we filed with the Securities
and Exchange Commissions on May 17, 2018.
At the
special meeting, stockholders approved Proposal 1, an amendment to
our Amended and Restated Certificate of Incorporation to effect a
reverse stock split at a ratio of between 1-for-5 and 1-for-10, as
determined by the Board of Directors, at any time before June 26,
2019, if and as determined by the Board of Directors. The vote for
such approval was 44,961,669 shares for, 21,651,864 shares against,
988,622 shares abstaining and no broker non-votes.
Also at
the meeting, stockholders approved Proposal 2, the adjournment of
the special meeting, if necessary, to solicit additional proxies if
there are not sufficient votes in favor of Proposal 1. The vote for
such approval was 44,372,738 shares for, 21,368,357 shares against,
1,861,060 shares abstaining and no broker non-votes. Due to the
approval of Proposal 1, there was no need to adjourn the
meeting.
SIGNATURE
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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CORMEDIX
INC.
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Date: June 26,
2018
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By:
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/s/
Robert
W. Cook
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Name:
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Robert W.
Cook
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Title:
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Chief Financial
Officer
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