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Washington, D.C. 20549









Pursuant to Section 13 OR 15 (d)

of the Securities Exchange Act of 1934


Date of Report (Date of Earliest Event Reported): June 14, 2022





(Exact Name of Issuer as Specified in Charter)




Delaware   001-37526   26-0389433
(State or Other Jurisdiction of
Incorporation or Organization)
File Number)
  (I.R.S. Employer
Identification No.)


80 W. Lancaster Avenue, Suite 300

Devon, PA 19333

(Address of Principal Executive Offices)


(484) 581-7505

(Registrant’s Telephone Number, Including Area Code)




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, $0.001 par value per share   ZYNE   The Nasdaq Stock Market LLC


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 Vote of Security Holders


On June 14, 2022, Zynerba Pharmaceuticals, Inc. (the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”). The following is a brief description of the final voting results for each of the proposals submitted to a vote of the stockholders at the Annual Meeting.


(a) Proposal 1 — Election of Seven Directors. Each director nominee was elected to the Board of Directors to serve as a director until the 2023 Annual Meeting of the Stockholders or until his or her respective successor is elected and qualified, as follows:


Name  For  Withheld  Broker Non-
Armando Anido  12,935,745  802,110  8,993,165 
John P. Butler  11,268,307  2,468,548  8,993,165 
Warren D. Cooper, MB, BS, BSc, MFPM  11,387,771  2,350,084  8,993,165 
William J. Federici  13,214,231  523,624  8,993,165 
Daniel L. Kisner, MD  13,101,607  636,248  8,993,165 
Kenneth I. Moch  13,088,646  649,209  8,993,165 
Pamela Stephenson  11,460,746  2,277,109  8,993,165 


(b) Proposal 2 — Ratification of Independent Registered Public Accountants. The appointment of KPMG LLP as the Company’s independent registered public accounting firm for the 2022 fiscal year was ratified, as follows:


Votes For   Votes Against   Abstentions   Broker Non-Votes  
22,233,143   379,723   118,245   0  


(c) Proposal 3 — Approval, on a Non-Binding Advisory Basis, of the Compensation of the Company’s Named Executive Officers. The Company’s stockholders approved, on a non-binding advisory basis, the compensation of the Company’s named executed officers, as follows:


Votes For   Votes Against   Abstentions   Broker Non-Votes  
12,525,840   1,109,661   102,354   8,993,165  







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.


Date: June 16, 2022


  By: /s/ Albert P. Parker                              
    Name: Albert P. Parker
    Title: Chief Legal Officer