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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 23, 2022

 

 

 

Pasithea Therapeutics Corp.

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Delaware   001-40804   85-1591963
(State or Other Jurisdiction
of Incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

1111 Lincoln Road, Suite 500    
Miami Beach, Florida   33139
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (702) 514-4174

 

 

(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:

 

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 per share   KTTA   The Nasdaq Stock Market
Warrants to purchase common stock, par value $0.0001 per share   KTTAW   The Nasdaq Stock 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.

 

 

 

 

 

 

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

 

Pasithea Therapeutics Corp. (the “Company”) held its 2022 Annual Meeting of Shareholders on June 23, 2022 (the “Annual Meeting”).

 

At the close of business on May 3, 2022, the record date of the Annual Meeting, the Company had 22,858,371 shares of common stock issued and outstanding. The following shares were present at the Annual Meeting, either in person at the virtual shareholder meeting or by proxy.

 

The results of the proposals are as follows:

 

1. The election of directors to the Board of Directors of the Company to serve for a term of one year:

 

Name  Votes For   Abstain 
Dr. Tiago Reis Marques   5,792,046    2,073,308 
Dr. Yassine Bendiabdallah   5,792,534    2,072,820 
Prof. Lawrence Steinman   5,769,723    2,095,631 
Simon Dumesnil   5,779,224    2,086,130 
Dr. Emer Leahy   5,813,102    2,052,252 

 

All director nominees were duly elected.

 

2. The ratification of the appointment of Marcum LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2022:

 

Votes For  Votes Against  Abstain
10,751,385  1,078,159  15,560

 

The proposal was approved.

  

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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 thereunto duly authorized.

 

  Pasithea Therapeutics Corp.
     
Date: June 23, 2022 By: /s/ Tiago Reis Marques
    Tiago Reis Marques
Chief Executive Officer

 

 

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