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Form 8-K ImmunoCellular Therapeut For: Nov 01

November 4, 2016 1:15 PM EDT

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): November 1, 2016

 

 

IMMUNOCELLULAR THERAPEUTICS, LTD.

(Exact name of Company as specified in its charter)

 

 

 

Delaware

 

001-35560

 

93-1301885

(State or other jurisdiction

of incorporation or organization)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

23622 Calabasas Road, Suite 300

    Calabasas, California 91302    

(Address of Principal Executive Offices) (Zip Code)

Company’s telephone number, including area code: (818) 264-2300

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Company 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))

 

 

 


Item 8.01 Other Events

On November 1, 2016, ImmunoCellular Therapeutics, Ltd. issued a letter reminding stockholders of record as of the record date to vote their shares at the Company’s Special Meeting of the Stockholders to be held on November 14, 2016, a copy of which is attached as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit

  

Description

99.1    Letter to ImmunoCellular Therapeutics, Ltd. stockholders reminding stockholders of record as of the record date to vote their shares at the Company’s Special Meeting of the Stockholders to be held on November 14, 2016.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: November 4, 2016     IMMUNOCELLULAR THERAPEUTICS, LTD.
    By:   /s/ David Fractor
      David Fractor
     

Vice President of Finance and Principal

Accounting Officer


EXHIBIT INDEX

 

Exhibit

  

Description

99.1    Letter to ImmunoCellular Therapeutics, Ltd. stockholders reminding stockholders of record as of the record date to vote their shares at the Company’s Special Meeting of the Stockholders to be held on November 14, 2016.

Exhibit 99.1

LOGO

 

****IMPORTANT****

Dear ImmunoCellular Therapeutics, Ltd. Stockholder:

By now, you should have received your proxy card material for the 2016 ImmunoCellular Therapeutics, Ltd. Special Meeting scheduled to be held on November 14, 2016. The tabulator’s records indicate you have not yet voted your shares at the time of the mailing of this reminder letter.

Your vote is extremely important. PLEASE CAST YOUR VOTE TODAY. The fastest and easiest way to vote is by telephone or over the Internet. Instructions on how to vote your shares over the telephone or Internet are enclosed with this letter. Alternatively, you may sign and return the enclosed voting form in the envelope provided.

WE URGE YOU TO EXERCISE YOUR RIGHT TO VOTE TODAY.

Your Board recommends you vote “FOR” the proposal to approve an amendment to the Company’s Amended and Restated Certificate of Incorporation to effect a reverse stock split of the Company’s common stock whereby each outstanding forty shares of Common Stock would be combined, converted and changed into one share of Common Stock and a reduction in the number of authorized shares of the Common Stock from 249,000,000 to 25,000,000 shares and “FOR” the adjournment proposal.

****PLEASE VOTE TODAY****

If you sign and return the enclosed voting form without indicating a different choice your shares will be voted as recommended by your Board of Directors.

If you have questions or need help voting your shares, please call our proxy solicitation firm, Morrow Sodali at (877) 787-9239.

Thank you for you investment in ImmunoCellular Therapeutics, Ltd., and for taking the time to vote your shares.

Sincerely yours,

Gary S. Titus

Chairman of the Board

** EASY WAYS TO VOTE**

YOUR VOTE IS VERY IMPORTANT - VOTE TODAY

1. Vote by Internet: Go to www.proxyvote.com. have your control number listed on the voting form ready and follow the simple instructions.

2. Vote by Phone : Please call the toll free number listed on your voting form. Have your control number listed on the voting form ready and follow the simple instructions.

3. Vote by Mail: Mark, Sign and date your voting form and return it in the postage-paid return envelope.



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