Quoin Pharmaceuticals, Ltd.
For the period ended Aug 21, 2025. Filed Jul 17, 2025.
View on SEC.govAbout this filing
What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Aug 21, 2025 · Filed Jul 17, 2025
Contents
PROXY STATEMENT SUMMARY
PROXY STATEMENT
FOR THE 2025 ANNUAL GENERAL MEETING OF SHAREHOLDERS
THURSDAY, AUGUST 21, 2025
PROXY STATEMENT SUMMARY
This summary highlights information contained elsewhere in this proxy statement. It does not contain all of the information you should consider, and you should read the entire proxy statement carefully before voting. References in this proxy statement to the “Company,” “Quoin,” “Quoin Ltd.,” “we,” “us,” and “our” refer to Quoin Pharmaceuticals Ltd., an Israeli company. The Notice of Annual General Meeting of Shareholders, proxy statement and a proxy card or voting instruction form, as applicable, are being distributed and made available to the holders of our ordinary shares, as well as holders of our ordinary shares that are represented by American Depositary Shares (“ADSs”), collectively referred to as “shareholders,” starting on or about July 17, 2025. Our principal executive offices are located at 42127 Pleasant Forest Ct., Ashburn, VA 20148.
Annual Meeting Information
| | Date and Time: | | | Thursday, August 21, 2025, beginning at 12:00 p.m., US Eastern Time | |
|---|---|---|---|---|---|
| | Meeting Place: | | | Offices of Blank Rome LLP located at One Logan Square, Philadelphia, PA 19103 | |
| | Record Date: | | | July 16, 2025 | |
| | Voting: | | | Each ordinary share is entitled to one vote per share on all matters presented at the Annual Meeting. Each ADS represents thirty-five of our ordinary shares. | |
It is important that your shares be represented and voted at the Annual Meeting. Shareholders should vote by marking, signing and dating the accompanying proxy card, and returning it promptly. If your ADSs are held in an account at a bank, broker or other nominee, please check the materials provided to you by your broker, bank or other nominee to determine how you may vote your ADSs.
Voting Matters and the Board’s Recommendation
| Agenda Item | | | Board Vote Recommendation | | | Page Reference | |
|---|---|---|---|---|---|---|---|
| Election of seven directors | | | FOR each Director Nominee | | | 7 | |
| Approval of an amendment to the Company’s Amended and Restated Articles of Association, as amended (the “Articles of Association”) to increase the Company’s authorized ordinary share capital from 100,000,000 shares to 5,000,000,000 shares; | | | FOR | | | 24 | |
| Approval of a new Compensation Policy for the Company’s Executive Officers and Directors | | | FOR | | | 26 | |
| Approval of the Quoin Pharmaceuticals Ltd. 2025 Equity Incentive Plan | | | FOR | | | 29 | |
| Approval of changes to our non-employee directors’ compensation program | | | FOR | | | 36 | |
| Approval of certain options grants to certain non-employee directors | | | FOR | | | 37 | |
| Appointment CBIZ CPAs P.C. to serve as our independent registered public accounting firm until our next annual general meeting of shareholders | | | FOR | | | 38 | |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.