--- schema_version: "secwatch.filing_event.v1" accession: "0001178913-23-003142" form_type: "8-K" ticker: "ENTXW" cik: "0001638097" company_name: "Entera Bio Ltd." filed_at: "2023-09-13T23:59:59+00:00" generated_at: "2026-06-10T19:06:11.190441+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.2 calibrated_materiality_score: 0.15 confidence: "high" source: SEC EDGAR --- # Entera Bio shareholders approve all proposals at 2023 annual meeting ## Summary - Directors Lieberman, Ostrov, and Ellis elected with over 11.2M votes for each. - Compensation items for CEO Toledano and Director Taitel ratified by large majorities. - Board authorized to effect reverse share split (5:1 to 11:1) by Sept 2024 if needed. - Kesselman & Kesselman (PwC) ratified as independent auditor for FY 2023. ## SEC filing metadata - accession: 0001178913-23-003142 - form_type: 8-K - ticker: ENTXW - cik: 0001638097 - company_name: Entera Bio Ltd. - filed_at: 2023-09-13T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.2 - calibrated_materiality_score: 0.15 - confidence: high - sec_items: 5.07 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1638097/000117891323003142/0001178913-23-003142-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1638097/000117891323003142/zk2330296.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001178913-23-003142 - JSON: https://secwatch.observer/filing/0001178913-23-003142.json - Plain text: https://secwatch.observer/filing/0001178913-23-003142.txt ## Key facts - Shareholder Votes Entera Bio Ltd. shareholders approved Authorization of the Board to approve an amendment to the Articles of Association to effect a reverse share split within a ratio range at the 2023-09-13 meeting. - Proposal: reverse split - Outcome: passed - Meeting: 2023-09-13 source text: Proposal 4: Authorization of the Company’s Board of Directors (the “ Board ”) to, if the Board deems it necessary in order to comply with the continued listing requirements of the Nasdaq Stock Market, approve an amendment to the Articles of Association of the Company to effect a reverse share split (the “ Reverse Share Split ”) with respect to the Ordinary Shares of the Company, par value ILS 0.0000769 per share (the “ Ordinary Shares ”), at any time prior to September 13, 2024, at a ratio within a range between five (5) pre-reverse-split shares for one (1) post-reverse-split share and eleven (11) pre-reverse-split shares for one (1) post-reverse-split share (the “ Range ”), with the ratio at which the Reverse Share Split would be effected to be a ratio within the Range to be determined at the discretion of the Board and included in a public announcement by the Company before the effectiveness of the Reverse Share Split: Votes Votes Broker For Against Abstentions Non-Votes 11,060,170 2 evidence_url: https://www.sec.gov/Archives/edgar/data/1638097/000117891323003142/0001178913-23-003142-index.htm - Shareholder Votes Entera Bio Ltd. shareholders approved Election of Gerald Lieberman, Gerald Ostrov and Sean Ellis to the Board of Directors for a three-year term at the 2023-09-13 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-09-13 source text: Proposal 1: Election of Gerald Lieberman, Gerald Ostrov and Sean Ellis to the Board of Directors of the Company for a three-year term to hold office until the Company’s 2026 Annual Meeting of Shareholders or until his successor is elected: Votes Votes Broker Director Nominee For Against Abstentions Non-Votes Gerald Lieberman 11,240,840 71,066 14,956 0 Gerald Ostrov 11,240,682 71,214 14,966 0 Sean Ellis 11,238,128 73,783 14,951 0 evidence_url: https://www.sec.gov/Archives/edgar/data/1638097/000117891323003142/0001178913-23-003142-index.htm - Shareholder Votes Entera Bio Ltd. shareholders approved Ratification and approval of revised compensation items for Ms. Miranda Toledano, CEO and a Director at the 2023-09-13 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-09-13 source text: Proposal 2: Ratification and approval of revised compensation items, as described in the Company’s Definitive Proxy Statement on Schedule 14A (the “ Proxy Statement ”) filed with the Securities and Exchange Commission on August 15, 2023, in connection with the Annual Meeting, relating to Ms. Miranda Toledano, the Company’s Chief Executive Officer and a Director: Votes Votes Broker For Against Abstentions Non-Votes 10,949,978 357,024 19,860 0 evidence_url: https://www.sec.gov/Archives/edgar/data/1638097/000117891323003142/0001178913-23-003142-index.htm - Shareholder Votes Entera Bio Ltd. shareholders approved Ratification and approval of a one-time grant of compensation to Ms. Haya Taitel, a Director at the 2023-09-13 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-09-13 source text: Proposal 3: Ratification and approval of a one-time grant of compensation, as described in the Proxy Statement, to Ms. Haya Taitel, a Director: Votes Votes Broker For Against Abstentions Non-Votes 10,713,933 253,951 358,978 0 evidence_url: https://www.sec.gov/Archives/edgar/data/1638097/000117891323003142/0001178913-23-003142-index.htm - Shareholder Votes Entera Bio Ltd. shareholders approved Ratification and approval of Kesselman & Kesselman (PwC Israel) as independent registered public accounting firm for FY2023 at the 2023-09-13 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-09-13 source text: Proposal 5: Ratification and approval of Kesselman & Kesselman, a member firm of PricewaterhouseCoopers International Limited, as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 and authorization of the Board (or the Audit Committee, if authorized by the Board) to determine such firm’s compensation in connection therewith: Votes Votes Broker For Against Abstentions Non-Votes 11,282,995 33,579 10,288 0 evidence_url: https://www.sec.gov/Archives/edgar/data/1638097/000117891323003142/0001178913-23-003142-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.