GT Biopharma, Inc. Announces Annual Meeting of Stockholders on June 25, 2024

TL;DR

<b>GT Biopharma, Inc. will hold its virtual Annual Meeting of Stockholders on June 25, 2024, to elect directors, ratify accountants, and vote on executive compensation.</b>

AI Summary

GT Biopharma, Inc. (GTBP) filed a Proxy Statement (DEF 14A) with the SEC on April 29, 2024. GT Biopharma, Inc. will hold its Annual Meeting of Stockholders on June 25, 2024, at 11:00 A.M. Pacific time. The meeting will be conducted solely via a live webcast at www.virtualshareholdermeeting.com/GTBP2024. Stockholders will vote electronically at the meeting and can submit questions during the webcast. The agenda includes electing four directors, ratifying Weinberg & Company, P.A. as independent accountants, and an advisory vote on executive compensation. Most stockholders will receive a Notice of Internet Availability of Proxy Materials instead of paper copies.

Why It Matters

For investors and stakeholders tracking GT Biopharma, Inc., this filing contains several important signals. The shift to a virtual meeting and internet-based proxy material delivery aims to streamline the process and potentially reduce costs associated with physical mailings. Key decisions regarding board composition, auditor ratification, and executive compensation will be made, impacting the company's governance and financial oversight.

Risk Assessment

Risk Level: low — GT Biopharma, Inc. shows low risk based on this filing. The filing is a routine proxy statement for an annual meeting and does not contain new financial or operational disclosures that would indicate significant risk.

Analyst Insight

Stockholders should review the proxy materials to make informed decisions on director elections, auditor ratification, and executive compensation.

Key Numbers

• four — Directors to be elected (Number of directors to be elected at the Annual Meeting.)
• 2025 — Director Term End (Year until which the elected directors will serve.)
• December 31, 2024 — Fiscal Year End (Fiscal year for which the independent accountants are being ratified.)
• 2023 — Annual Report Year (Year covered by the Annual Report on Form 10-K provided to stockholders.)

Key Players & Entities

• GT Biopharma, Inc. (company) — Registrant name and filer of the proxy statement.
• June 25, 2024 (date) — Date of the Annual Meeting of Stockholders.
• Weinberg & Company, P.A. (company) — Proposed independent accountants for the fiscal year ending December 31, 2024.
• www.virtualshareholdermeeting.com/GTBP2024 (url) — Website for attending the virtual Annual Meeting.
• Delaware (location) — State of incorporation for GT Biopharma, Inc.

FAQ

Risk Factors

• Compliance with SEC Regulations [low — regulatory]: The company must comply with all SEC regulations regarding proxy solicitations and annual meetings, including timely filing and accurate disclosure.
• Virtual Meeting Technology [low — operational]: The success of the virtual meeting relies on the functionality of the online platform, which could experience technical issues.

Key Dates

• 2024-06-25: Annual Meeting of Stockholders — Election of directors, ratification of accountants, advisory vote on executive compensation.

Glossary

Proxy Statement

A document filed with the SEC that contains information that management must provide to shareholders before their annual meeting, so they can vote in an informed manner. (Provides essential information for stockholders to make informed voting decisions on company matters.)

Definitive Proxy Statement

A proxy statement that has been filed with the SEC and is available for public distribution. (Indicates the final version of the proxy materials being provided to shareholders.)

Independent Accountants

A firm hired by a company to audit its financial statements and provide assurance on their accuracy. (Ratification of the independent accountants is a key governance item for stockholders.)

Filing Documents

• formdef14a.htm (DEF 14A) — 386KB
• proxy_001.jpg (GRAPHIC) — 162KB
• proxy_002.jpg (GRAPHIC) — 132KB
• 0001493152-24-016949.txt (&nbsp;) — 793KB

From the Filing

DEF 14A 1 formdef14a.htm UNITED SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Exchange Act of 1934 Filed by the registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, For Use of the Commission Only Definitive Proxy Statement (as permitted by Rule 14a-6(e)(2)) Definitive Additional Materials Soliciting Material under Rule 14a-12 GT BIOPHARMA, INC. (Name of Registrant as Specified in Its Charter) (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant) Payment of Filing Fee (Check the appropriate box): No Fee Required Fee paid previously with preliminary materials Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 GT BIOPHARMA, INC. 8000 Marina Boulevard, Suite 100 Brisbane, California 94005 (415) 919-4040 NOTICE OF ANNUAL MEETING OF STOCKHOLDERS To Be Held on June 25, 2024 TO THE STOCKHOLDERS OF GT BIOPHARMA, INC.: You are cordially invited to attend the Annual Meeting of Stockholders of GT Biopharma, Inc., a Delaware corporation (the &ldquo;Company&rdquo;), to be held on June 25, 2024, at 11:00 A.M. Pacific time, for the following purposes as more fully described in the accompanying proxy 1. To elect four directors to serve until the 2025 annual meeting of stockholders or until their successors are duly elected and qualified; 2. To ratify the appointment of Weinberg & Company, P.A. as the Company&rsquo;s independent accountants for the fiscal year ending December 31, 2024; 3. To hold an advisory vote on executive compensation; and 4. To transact other business properly presented at the meeting or any postponement or adjournment thereof. This year, the Annual Meeting will be a completely virtual meeting of stockholders, conducted solely via a live webcast. You will be able to attend the Annual Meeting online and submit your questions during the meeting by visiting www.virtualshareholdermeeting.com/GTBP2024 . You will also be able to vote your shares electronically at the Annual Meeting. This year, we have elected to use the Internet as our primary means of providing our proxy materials to stockholders. Consequently, most stockholders will not receive paper copies of our proxy materials. We will instead send to our stockholders a Notice of Internet Availability of Proxy Materials, which contains instructions on how to access our proxy statement and our Annual Report on Form 10-K for the year ended December 31, 2023. The Notice of Internet Availability of Proxy Materials also includes instructions on how you can vote using the Internet, by telephone or at the virtual Annual Meeting via live webcast, and how you can request and receive, free of charge, a printed copy of our proxy materials. All stockholders who do not receive a Notice of Internet Availability of Proxy Materials will receive a paper copy of the proxy materials by mail. Our Board of Directors has fixed April 26, 2024 as the record date for the determination of stockholders entitled to notice and to vote at the Annual Meeting and any postponement or adjournment thereof, and only stockholders of record at the close of business on that date are entitled to notice and to vote at the Annual Meeting. A list of stockholders entitled to vote at the Annual Meeting will be available at the Annual Meeting and at the offices of the Company for 10 days prior to the Annual Meeting. Your vote is important. Whether or not you plan to attend the Annual Meeting via live webcast, please vote by telephone or the Internet by following the voting procedures described in the Proxy Materials. If you received printed proxy materials and wish to vote by mail, promptly complete, date and sign the enclosed proxy card and return it in the accompanying envelope. April 29, 2024 By Order of the Board of Directors Michael Breen Executive Chairman of the Board and Interim Chief Executive Officer GT BIOPHARMA, INC. PROXY TO BE HELD JUNE 25, 2024 INFORMATION CONCERNING VOTING AND SOLICITATION OF PROXIES Our Board of Directors solicits your proxy for the 2024 Annual Meeting of Stockholders (the &ldquo;Annual Meeting&rdquo;), and for any postponement or adjournment of the Annual Meeting, for the purposes described in the &ldquo;Notice of Annual Meeting of Stockholders.&rdquo; The table below shows some important details about the Annual Meeting and voting. Additional information is available in the &ldquo;Frequently Asked Questions&rdquo; section of the proxy statement immediately below the table. We use the terms &ldquo;GT Biopharma,&rdquo; &ldquo;the Company,&rdquo; &ldquo;we,&rdquo; &ldquo;our&rdquo; and &ldquo;us&rdquo; in this proxy statement to refer to GT Biopharma, Inc., a Delaware corporation. The Notice of Annual Meeting, proxy statement, proxy card and copy of our Annual Report on Form 10-K for the year ended December 31,

View Full Filing

View this DEF 14A filing on SEC EDGAR