secwatch / observer
8-K filed September 21, 2023, 7:59 PM ET ticker CDT CIK 0001896212
M&A confidence high sentiment positive materiality 0.90

Murphy Canyon stockholders approve merger with Conduit; closing expected soon

CDT Equity Inc.

Key facts

Extracted from this filing and checked against the source text.

Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

CDT Equity Inc. shareholders approved The Incentive Plan Proposal – to approve the Conduit Pharmaceuticals Inc. 2023 Stock Incentive Plan. at the 2023-09-20 meeting.

Proposal
equity plan
Outcome
passed
Meeting
2023-09-20
Exact text from the filing
5. The Incentive Plan Proposal – to consider and vote upon a proposal to approve the Conduit Pharmaceuticals Inc. 2023 Stock Incentive Plan. The votes were cast as follows: Votes Against Abstentions 2,320,424 (Class A Common Stock) 179,588 (Class A Common Stock) 4 (Class A Common Stock) 3,306,250 (Class B Common Stock) 0 (Class B Common Stock) 0 (Class B Common Stock)
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

CDT Equity Inc. shareholders approved Charter Amendment Proposal D – increase the number of authorized shares of common stock to 250,000,000 at the 2023-09-20 meeting.

Proposal
charter amendment
Outcome
passed
Meeting
2023-09-20
Exact text from the filing
Charter Amendment Proposal D – increase the number of authorized shares of common stock to 250,000,000 Votes Against Abstentions 2,320,414 (Class A Common Stock) 179,598 (Class A Common Stock) 4 (Class A Common Stock) 3,306,250 (Class B Common Stock) 0 (Class B Common Stock) 0 (Class B Common Stock)
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

CDT Equity Inc. shareholders approved Advisory Charter Amendment Proposals - to consider and vote upon, on a non-binding advisory basis, certain governance provisions in the proposed charter of the combined company after the Business Combination. at the 2023-09-20 meeting.

Proposal
say on pay
Outcome
passed
Meeting
2023-09-20
Exact text from the filing
3. The Advisory Charter Amendment Proposals - to consider and vote upon, on a non-binding advisory basis, certain governance provisions in the proposed charter of the combined company following the Business Combination (“New Conduit”). The votes cast were as follows: Votes Against Abstentions 2,088,763 (Class A Common Stock) 179,588 (Class A Common Stock) 231,665 (Class A Common Stock) 3,306,250 (Class B Common Stock) 0 (Class B Common Stock) 0 (Class B Common Stock)
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

CDT Equity Inc. shareholders voted on The Adjournment Proposal – to adjourn the Special Meeting to a later date if necessary to permit further solicitation and vote of proxies. at the 2023-09-20 meeting.

Meeting
2023-09-20
Exact text from the filing
7. The Adjournment Proposal – to consider and vote upon a proposal to adjourn the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if the Company does not have sufficient proxies to approve one or more of the foregoing proposals. The votes cast were as follows: Votes Against Abstentions 2,320,414 (Class A Common Stock) 179,598 (Class A Common Stock) 4 (Class A Common Stock) 3,306,250 (Class B Common Stock) 0 (Class B Common Stock) 0 (Class B Common Stock)
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

CDT Equity Inc. shareholders approved Charter Amendment Proposal C – delete the various provisions in the Company’s current amended and restated certificate of incorporation applicable only to special purpose acquisition corporations at the 2023-09-20 meeting.

Proposal
charter amendment
Outcome
passed
Meeting
2023-09-20
Exact text from the filing
Charter Amendment Proposal C – delete the various provisions in the Company’s current amended and restated certificate of incorporation applicable only to special purpose acquisition corporations Votes Against Abstentions 2,320,414 (Class A Common Stock) 179,598 (Class A Common Stock) 4 (Class A Common Stock) 3,306,250 (Class B Common Stock) 0 (Class B Common Stock) 0 (Class B Common Stock)
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

CDT Equity Inc. shareholders approved Charter Amendment Proposal E – fix the number of directors at seven, a majority of whom shall be independent directors in accordance with The Nasdaq Stock Market LLC’s ("Nasdaq") requirements at the 2023-09-20 meeting.

Proposal
charter amendment
Outcome
passed
Meeting
2023-09-20
Exact text from the filing
Charter Amendment Proposal E – fix the number of directors at seven, a majority of whom shall be independent directors in accordance with The Nasdaq Stock Market LLC’s (“Nasdaq”) requirements Votes Against Abstentions 2,088,763 (Class A Common Stock) 179,588 (Class A Common Stock) 231,665 (Class A Common Stock) 3,306,250 (Class B Common Stock) 0 (Class B Common Stock) 0 (Class B Common Stock)
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

CDT Equity Inc. shareholders approved The Nasdaq Proposal – to approve the issuance of New Conduit common stock and warrants in a private placement. at the 2023-09-20 meeting.

Outcome
passed
Meeting
2023-09-20
Exact text from the filing
6. The Nasdaq Proposal – to consider and vote upon a proposal to approve the issuance of New Conduit common stock and warrants to purchase New Conduit common stock, par value $0.0001 per share, in a private placement. The votes cast were as follows: Votes Against Abstentions 2,320,424 (Class A Common Stock) 179,588 (Class A Common Stock) 4 (Class A Common Stock) 3,306,250 (Class B Common Stock) 0 (Class B Common Stock) 0 (Class B Common Stock)
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

CDT Equity Inc. shareholders approved The Director Election Proposal – to elect Freda Lewis-Hall, David Tapolczay, James Bligh, Faith L. Charles, Chele Chiavacci Farley, Jennifer I. McNealey, and Andrew Regan who, upon consummation of the Business Combination, will be the directors of New Conduit. at the 2023-09-20 meeting.

Proposal
director election
Outcome
passed
Meeting
2023-09-20
Exact text from the filing
4. The Director Election Proposal – to elect Freda Lewis-Hall, David Tapolczay, James Bligh, Faith L. Charles, Chele Chiavacci Farley, Jennifer I. McNealey, and Andrew Regan who, upon consummation of the Business Combination, will be the directors of New Conduit. The votes cast were as follows: Votes Against Abstentions 2,088,763 (Class A Common Stock) 179,588 (Class A Common Stock) 231,665 (Class A Common Stock) 3,306,250 (Class B Common Stock) 0 (Class B Common Stock) 0 (Class B Common Stock)
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

CDT Equity Inc. shareholders approved The Business Combination Proposal – to approve the business combination described in the proxy statement/prospectus dated August 11, 2023. at the 2023-09-20 meeting.

Proposal
merger approval
Outcome
passed
Meeting
2023-09-20
Exact text from the filing
1. The Business Combination Proposal – to approve the business combination (the “Business Combination”) described in the proxy statement/prospectus dated August 11, 2023, as amended and supplemented, including the Agreement and Plan of Merger, dated as of November 8, 2022 and as amended on January 27, 2023 and May 11, 2023 (the “Merger Agreement”), by and among the Company, Conduit Pharmaceuticals Limited, a Cayman Islands exempted company (“Conduit”) and Conduit Merger Sub, Inc., a Cayman Islands exempted company and a wholly-owned subsidiary of the Company (“Merger Sub”), which, among other things, provides for the merger of Merger Sub with and into Conduit, with Conduit surviving the merger as a wholly-owned subsidiary of the Company. The votes cast were as follows: Votes Against Abstentions 2,320,424 (Class A Common Stock) 179,588 (Class A Common Stock) 4 (Class A Common Stock) 3,306,250 (Class B Common Stock) 0 (Class B Common Stock) 0 (Class B Common Stock)
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

CDT Equity Inc. shareholders approved Charter Amendment Proposal A – change the name of the public entity from "Murphy Canyon Acquisition Corp." to "Conduit Pharmaceuticals Inc." at the 2023-09-20 meeting.

Proposal
charter amendment
Outcome
passed
Meeting
2023-09-20
Exact text from the filing
Charter Amendment Proposal A – change the name of the public entity from “Murphy Canyon Acquisition Corp.” to “Conduit Pharmaceuticals Inc.” Votes Against Abstentions 2,320,424 (Class A Common Stock) 179,588 (Class A Common Stock) 4 (Class A Common Stock) 3,306,250 (Class B Common Stock) 0 (Class B Common Stock) 0 (Class B Common Stock)
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

CDT Equity Inc. shareholders approved Charter Amendment Proposal B – provide for one class of authorized common stock at the 2023-09-20 meeting.

Proposal
charter amendment
Outcome
passed
Meeting
2023-09-20
Exact text from the filing
Charter Amendment Proposal B – provide for one class of authorized common stock Votes Against Abstentions 2,320,424 (Class A Common Stock) 179,588 (Class A Common Stock) 4 (Class A Common Stock) 3,306,250 (Class B Common Stock) 0 (Class B Common Stock) 0 (Class B Common Stock)
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

CDT Equity Inc. shareholders approved Charter Amendment Proposal F – require that stockholders only act at annual and special meetings of the corporation and not by written consent at the 2023-09-20 meeting.

Proposal
charter amendment
Outcome
passed
Meeting
2023-09-20
Exact text from the filing
Charter Amendment Proposal F – require that stockholders only act at annual and special meetings of the corporation and not by written consent Votes Against Abstentions 1,346,144 (Class A Common Stock) 622,424 (Class A Common Stock) 531,448 (Class A Common Stock) 3,306,250 (Class B Common Stock) 0 (Class B Common Stock) 0 (Class B Common Stock)
View on SEC.gov

224 shareholder votes filed in the last 30 days. Browse all shareholder votes →

CDT Equity Inc. filing history →

Source: SEC EDGAR
accession 0001493152-23-033241
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