Fortress Biotech Inc
For the period ended Jun 17, 2025. Filed Jun 23, 2025.
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A notice of a major event between regular reports, such as results, a deal or a change of executives. It is often the first formal record of the news.
Jun 17, 2025 · Filed Jun 23, 2025
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Contents
Proposal
Proposal 1
The votes with respect to the election of seven directors to hold office until the 2026 annual meeting of stockholders were as follows:
| | | | | | | | | |
|---|---|---|---|---|---|---|---|---|
| | | | | Total Votes | | | | Broker Non- |
| Director · · Total Votes For · Against · Abstentions · Votes | ||||||||
| Lindsay A. Rosenwald, M.D. | 9,561,328 | | 161,473 | | 90,259 | | 10,917,039 | |
| Jimmie Harvey, Jr., M.D. | 9,510,319 | | 199,781 | | 102,960 | | 10,917,039 | |
| Malcolm Hoenlein | 9,439,773 | | 270,268 | | 103,019 | | 10,917,039 | |
| Dov Klein, CPA | 9,441,597 | | 267,687 | | 103,776 | | 10,917,039 | |
| J. Jay Lobell | | 9,182,951 | | 527,091 | | 103,018 | | 10,917,039 |
| Kevin L. Lorenz, J.D. | | 9,510,472 | | 199,584 | | 103,004 | | 10,917,039 |
| Michael S. Weiss | | 9,528,675 | | 193,499 | | 90,886 | | 10,917,039 |
Proposal 2
The vote with respect to the ratification of the selection of KPMG LLP as Fortress’s independent registered accounting firm for the year ending December 31, 2025 was as follows:
| Total Votes For | Total Votes Against | Abstentions |
|---|---|---|
| 20,400,173 | 314,490 | 15,436 |
Proposal 3
The advisory vote with respect to the approval of the compensation of Fortress’s named executive officers was as follows:
| Total Votes For | Total Votes Against | Abstentions | Broker Non-Votes |
|---|---|---|---|
| 9,388,005 | 312,265 | 112,790 | 10,917,039 |
Proposal 4
The advisory vote with respect to the frequency with which Fortress will hold an advisory vote on the compensation of Fortress’s named executive officers was as follows:
| One Year | Two Years | Three Years | Abstentions |
|---|---|---|---|
| 2,051,405 | 183,953 | 7,421,176 | 156,526 |
In light of the vote on Proposal 4, the Board has determined that the Company will hold a Say-on-Pay vote every three years until the next required vote on the frequency of Say-on-Pay votes in 2031.
Proposal 5
The vote with respect to the approval of the Second Amended and Restated Certificate of Incorporation to provide for, among other things, officer exculpation, was as follows:
| , | |||
|---|---|---|---|
| Total Votes For | Total Votes Against | Abstentions | Broker Non-Votes |
| 7,964,484 | 1,723,623 | 124,953 | 10,917,039 |
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