{"schema_version":"secwatch.filing_event.v1","accession":"0001069530-23-000021","form_type":"8-K","ticker":"FLNA","cik":"0001069530","company_name":"FILANA THERAPEUTICS, INC.","filed_at":"2023-05-08T23:59:59+00:00","discovered_at":"2026-05-14T18:03:37.847345+00:00","generated_at":"2026-06-15T12:04:02.572136+00:00","sec_items":["5.07","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.3,"calibrated_materiality_score":0.15,"confidence":"high","headline":"Cassava Sciences shareholder vote fails to approve officer liability limitation","bullets":["Directors Robert Z. Gussin (7.1M for) and Richard J. Barry (6.7M for) elected to three-year terms.","Proposal to limit officer liability failed; received 87% of votes cast but not a majority of outstanding shares (7.8M for vs 24.8M outstanding).","Non-employee director compensation program approved with 7.8M for, 986K against.","Ernst & Young ratified as auditor for FY2023 with 24.1M for, 532K against.","Advisory say-on-pay approved (6.6M for, 2.1M against); frequency set to every one year (8.2M votes)."],"urls":{"canonical":"https://secwatch.observer/filing/0001069530-23-000021","json":"https://secwatch.observer/filing/0001069530-23-000021.json","markdown":"https://secwatch.observer/filing/0001069530-23-000021.md","text":"https://secwatch.observer/filing/0001069530-23-000021.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1069530/000106953023000021/0001069530-23-000021-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1069530/000106953023000021/sava-20230504x8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-15T12:04:02.572136+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"0ba1ac2304cd8da523dc2ec344371a75b202d9cf","claim":"FILANA THERAPEUTICS, INC. shareholders approved Non-binding advisory vote on frequency of advisory votes on executive compensation at the 2023-05-04 meeting.","evidence_excerpt":"Proposal Six – A non-binding, advisory vote on the frequency of non-binding, advisory votes on the executive compensation for the Company’s named executive officers was approved for every “one” year based upon the following votes: Every one year Every two years Every three years Abstain Broker Non -Vote 8,154,665 151,642 336,776 318,422 15,811,623","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1069530/000106953023000021/0001069530-23-000021-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"say on pay frequency"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-04"}],"fact_type":"shareholder_vote"},{"claim_id":"1187b8b252e5fd99462d7d2d659315ff53a3d791","claim":"FILANA THERAPEUTICS, INC. shareholders approved Company's Non-employee Director Compensation Program at the 2023-05-04 meeting.","evidence_excerpt":"Proposal Three – The Company’s Non-employee Director Compensation Program was approved based upon the following votes: For Against Abstain Broker Non -Vote 7,758,563 985,705 217,237 15,811,623","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1069530/000106953023000021/0001069530-23-000021-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-04"}],"fact_type":"shareholder_vote"},{"claim_id":"134e88eb69e06c20b7735efd810f8c1085252fbd","claim":"FILANA THERAPEUTICS, INC. shareholders approved Appointment of Ernst & Young LLP as independent registered public accounting firm for fiscal year 2023 at the 2023-05-04 meeting.","evidence_excerpt":"Proposal Four – The appointment of Ernst & Young LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2023, was ratified based upon the following votes: For Against Abstain 24,121,878 532,002 119,248","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1069530/000106953023000021/0001069530-23-000021-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"auditor ratification"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-04"}],"fact_type":"shareholder_vote"},{"claim_id":"64a9e41247897f3f90bd86fde03d8994f98c2618","claim":"FILANA THERAPEUTICS, INC. shareholders rejected Amendment to the Company's Amended and Restated Certificate of Incorporation to limit the liability of certain officers of the Company at the 2023-05-04 meeting.","evidence_excerpt":"Proposal Two – An amendment to the Company’s Amended and Restated Certificate of Incorporation to limit the liability of certain officers of the Company , which received approximately 87% of the votes cast, did not receive votes greater than 50% of outstanding common shares as of the Record Date and was thus not approved based upon the following votes: For Against Abstain Broker Non -Vote 7,795,721 944,106 221,678 15,811,623","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1069530/000106953023000021/0001069530-23-000021-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"charter amendment"},{"label":"Outcome","value":"failed"},{"label":"Meeting","value":"2023-05-04"}],"fact_type":"shareholder_vote"},{"claim_id":"73954da6bc6e789d2b6f0a4cdccced8763015c2f","claim":"FILANA THERAPEUTICS, INC. shareholders approved 2022 executive compensation for named executive officers (non-binding advisory vote) at the 2023-05-04 meeting.","evidence_excerpt":"Proposal Five – The 2022 executive compensation for the Company’s named executive officers was approved, on a non-binding advisory vote, based upon the following votes: For Against Abstain Broker Non -Vote 6,604,493 2,105,630 251,382 15,811,623","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1069530/000106953023000021/0001069530-23-000021-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"say on pay"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-04"}],"fact_type":"shareholder_vote"},{"claim_id":"b4e767648b4abb3cd32530b8e93cc5fe10fc440d","claim":"FILANA THERAPEUTICS, INC. shareholders approved Election of two nominees to the Board of Directors for a three-year term at the 2023-05-04 meeting.","evidence_excerpt":"Proposal One – Two (2) nominees for election to the Board of Directors were elected to serve for a three-year term, and until their successors are duly elected and qualified, based upon the following votes: Director For Withheld Broker Non-Vote Robert Z. Gussin, Ph.D. 7,116,958 1,844,547 15,811,623 Richard J. Barry 6,675,746 2,285,759 15,811,623","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1069530/000106953023000021/0001069530-23-000021-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"director election"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-04"}],"fact_type":"shareholder_vote"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}