The Notices have no immediate effect on the listing of the Company’s shares.
| Item 5.07 |
Submission of Matters to a Vote of Security Holders. |
The information disclosed in Item 8.01 of this Current Report on Form 8-K is incorporated herein by reference.
On November 26, 2024, the Company convened its special meeting of stockholders (the “Special Meeting”) for the purpose of approving the dissolution of the Company and the Plan of Liquidation and Dissolution (the “Dissolution Proposal”). The Special Meeting was adjourned without any business being conducted in order to allow time to achieve a quorum and allow the Company’s stockholders additional time to vote on the Dissolution Proposal.
The adjourned Special Meeting is scheduled to reconvene on December 4, 2024 at 10:00 a.m., Eastern Time in a virtual format. Stockholders should visit https://web.viewproxy.com/mtem/2024 for information about accessing the reconvened meeting. The close of business on October 15, 2024 will continue to be the record date for the determination of stockholders of the Company entitled to vote at the Special Meeting. Stockholders of the Company who have previously submitted their proxy or otherwise voted do not need to take any action.
No changes have been made in the proposals to be voted on by stockholders at the Special Meeting. The Company encourages all of its stockholders to read the Proxy Statement, which is available free of charge on the SEC website at www.sec.gov.
During the period of adjournment, the Company will continue to solicit votes from its stockholders with respect to the proposals set forth in the Proxy Statement. The Company encourages all stockholders who have not yet voted to do so promptly. As of October 15, 2024, the Company had 6,583,880 shares of Common Stock issued and outstanding.
Forward-Looking Statements
Certain statements made in this Current Report on Form 8-K are “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. The words “estimates,” “projected,” “expects,” “anticipates,” “forecasts,” “plans,” “intends,” “believes,” “seeks,” “may,” “will,” “should,” “future,” “propose” and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking statements. Such forward-looking statements include but are not limited to statements regarding the date of the Company’s reconvened special meeting of stockholders and the Company obtaining the requisite stockholder vote to approve the Dissolution Proposal, the Company’s ability to maintain the listing of its Common Stock on the Nasdaq Capital Market and whether the Company may make appeals, submit plans of compliance or take other such similar actions with respect to the Nasdaq listing. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of significant known and unknown risks, uncertainties, assumptions, and other important factors, many of which are outside the Company’s control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Important factors, among others that may affect actual results or outcomes, include risks and uncertainties disclosed from time to time in the Company’s filings with the SEC, including those under the heading “Risk Factors” in the Company’s latest annual report on Form 10-K filed on March 29, 2024 (as amended on April 25, 2024) and in its subsequent reports. You are cautioned not to place undue reliance on forward-looking statements. All information herein speaks only as of the date hereof.
Additional Information and Where to Find It
In connection with the Special Meeting, the Company filed a definitive proxy statement (the “Proxy Statement”), with the U.S. Securities and Exchange Commission (the “SEC”) on October 28, 2024, which was mailed to the Company’s stockholders as of the record date for the special meeting of stockholders. STOCKHOLDERS AND OTHER INTERESTED PERSONS ARE ADVISED TO READ THE DEFINITIVE PROXY STATEMENT, AS WELL AS ANY AMENDMENTS THERETO, BECAUSE IT CONTAINS IMPORTANT INFORMATION ABOUT THE MATTERS BEFORE THE STOCKHOLDERS AT THE SPECIAL MEETING. The Company’s stockholders may also obtain copies of the Proxy Statement and all other relevant documents filed or that will be
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