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0000771856FALSE00007718562023-10-192023-10-19

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): October 19, 2023
 
CHAMPIONS ONCOLOGY, INC.
 
(Exact name of registrant as specified in its charter)
 
Delaware 001-11504 52-1401755
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation)   Identification No.)
 
1 University Plaza, Suite 307, Hackensack, New Jersey 07601
(Address of Principal Executive Offices) (Zip Code)
 
Registrant’s telephone number, including area code: (201) 808-8400
 
Not applicable
(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 $0.001 per share CSBR The Nasdaq Stock Market LLC

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 o

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. o On October 19, 2023, Champions Oncology, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). The following matters were submitted to a vote of the stockholders at the Annual Meeting and the voting results were as follows:


 

INFORMATION TO BE INCLUDED IN THE REPORT
 
Item 5.07. Submission of Matters to a Vote of Security Holders.
 
 
1. Election of Directors. The seven director nominees named in the Company's 2023 proxy statement were elected to serve for a one-year term expiring at the 2024 Annual Meeting of Stockholders or until their successors are duly elected and qualified, based upon the following votes:
 
Director Nominee Votes For Votes Withheld Broker Non-Vote
Ronnie Morris, M.D. 8,988,585 723,727 334,282
Joel Ackerman 8,556,358 1,155,954 334,282
David Sidransky, M.D. 8,126,259 1,586,053 334,282
Daniel Mendelson 8,313,289 1,399,023 334,282
Robert Brainin 8,454,904 1,257,408 334,282
Scott R. Tobin 9,654,012 58,300 334,282
Philip Breitfeld, M.D. 9,658,058 54,254 334,282
 
2. Ratification of Appointment of Independent Registered Accounting Firm. The appointment of EisnerAmper LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending April 30, 2024, was ratified as follows:
 
Votes For Votes Against Abstain
10,041,893 4,303 398
 
3. Non-binding Advisory Resolution Relating to the Compensation of the Company’s Named Executive Officers. The proposal to approve, on a non-binding advisory basis, the compensation of the Company's named executive officers, as described in the Company's 2023 proxy statement, was approved by the following votes:
 
Votes For Votes Against Abstain Broker Non-Vote
9,444,385 10,040 257,887 334,282

 

 


SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
    CHAMPIONS ONCOLOGY, INC.
    (Registrant)
       
Date: October 19, 2023   By: /s/ David Miller
      David Miller
      Chief Financial Officer