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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): April 26,
2019
CELLULAR BIOMEDICINE GROUP, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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001-36498
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86-1032927
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(State
or other Jurisdiction of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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1345 Avenue of the Americas, Fl15
New York, NY
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10105
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (347) 905
5663
(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:
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☐
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
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Emerging
growth company ☐
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. ☐
Item 5.07 Submission of Matters to a Vote of
Security Holders.
On
April 26, 2019, Cellular Biomedicine Group, Inc. (the
“Company”) completed its 2019 annual meeting of
stockholders (the “Annual Meeting”). The number of
shares of common stock entitled to vote at the Annual Meeting was
18,089,504 shares. The number of shares of common stock present or
represented by valid proxy at the Annual Meeting was 14,194,659
shares. All matters submitted to a vote of the Company’s
stockholders at the Annual Meeting were approved, and Terry Belmont
and Hansheng Zhou were elected “Class I”
directors.
The
following is a tabulation of the voting on the proposals presented
at the Annual Meeting:
(i) To
elect two (2) “Class I” directors, Terry Belmont and
Hansheng Zhou, each of whom will be elected for a term of three
years, or until the election and qualification of their
successors.
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Nominee
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Shares Voted For
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Shares Withheld
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Broker Non-Vote
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Terry Belmont
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13,307,033
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886,502
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1,124
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Hansheng Zhou
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13,898,378
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295,157
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1,124
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(ii) To
ratify the appointment of BDO China Shu Lun Pan Certified Public
Accountants LLP as the Company’s independent registered
public accounting firm for the fiscal year ending December 31,
2019.
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Shares Voted For
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Shares
Voted Against
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Shares Abstaining
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Broker Non-Vote
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14,188,846
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5,810
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3
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1,124
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(iii)
To approve the Company’s 2019 Equity Incentive Plan with
1,500,000 shares initially available for issuance.
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Shares Voted For
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Shares
Voted Against
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Shares Abstaining
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Broker Non-Vote
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14,188,846
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5,810
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3
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1,124
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Item 7.01 Regulation FD
Disclosure.
On
April 29, 2019, the Company issued a press release announcing the
results of the Annual Meeting. A copy of the press release is
attached hereto as Exhibit 99.1.
The
information furnished under this Item 7.01, including Exhibit 99.1,
shall not be deemed “filed” for purposes of Section 18
of the Securities Exchange Act of 1934, as amended, or subject to
the liabilities of that section. The information shall not be
deemed incorporated by reference into any other filing with the
Securities and Exchange Commission made by the Company, regardless
of any general incorporation language in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
99.1 Press
Release, dated April 29, 2019
SIGNATURE
Pursuant to the
requirements of the Securities Exchange Act of 1934, the registrant
has caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
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Cellular Biomedicine Group, Inc.
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Date:
April 29, 2019
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By:
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/s/ Bizuo
(Tony) Liu
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Bizuo
(Tony) Liu
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Chief
Executive Officer
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