180 Life Sciences Corp. (NASDAQ:ATNF) shareholders approved several key proposals at the company’s annual meeting on Thursday, according to a statement filed with the Securities and Exchange Commission.
At the meeting, stockholders voted to increase the company’s authorized common stock from 100 million to 1 billion shares. The amendment to the company’s certificate of incorporation became effective immediately upon filing with the Secretary of State of Delaware following the meeting.
Shareholders also elected Lawrence Steinman, M.D., and Stephen H. Shoemaker as Class I directors to serve two-year terms. Each director received more than 2.36 million votes in favor.
In addition, shareholders approved the Fourth Amendment to the 180 Life Sciences 2022 Omnibus Incentive Plan, raising the number of shares available for awards under the plan to 5 million, an increase of 4 million shares. The plan also includes an annual increase in available shares equal to 10% of the outstanding common stock on the last day of the preceding fiscal year, for a period of seven years starting January 1, 2026, and sets a 100 million share limit for incentive stock options.
The meeting also saw approval of the 2025 Option Incentive Plan, authorizing 1 million shares for issuance through stock options. As of the date of the filing, all 1 million options had been granted.
Additional proposals approved included an advisory vote on executive compensation, authority for the board to enact a reverse stock split at a ratio between 1-for-4 and 1-for-40, and ratification of M&K CPAs, PLLC as the company’s independent auditor for the fiscal year ending December 31, 2025.
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