GeoVax Labs Files Proxy Statement for Sept. 17 Shareholder Meeting

TL;DR

GeoVax proxy filed for Sept 17 meeting - vote on directors & pay.

AI Summary

GeoVax Labs, Inc. filed a definitive proxy statement (DEF 14A) on August 1, 2024, for its annual meeting of stockholders scheduled for September 17, 2024. The filing details the company's corporate governance and matters to be voted on by shareholders, including the election of directors and executive compensation.

Why It Matters

This filing provides shareholders with crucial information to make informed voting decisions on company leadership and strategic direction at the upcoming annual meeting.

Risk Assessment

Risk Level: medium — Proxy statements can reveal information about executive compensation, board composition, and shareholder proposals that may indicate potential governance issues or strategic shifts.

Key Numbers

• 20240917 — Annual Meeting Date (Shareholders will vote on company matters on this date.)

Key Players & Entities

• GeoVax Labs, Inc. (company) — Registrant
• 0001437749-24-024294 (filing_id) — Accession Number
• 20240801 (date) — Filing Date
• 20240917 (date) — Meeting Date

FAQ

Key Financial Figures

• $1.68 — Warrant has an exercise price equal to $1.68 per share and expires on May 21, 2029.
• $10 — pay liquidated damages in the amount of $10 per trading day foreach $1,000 of the s
• $1,000 — e amount of $10 per trading day foreach $1,000 of the shares of common stock exercised
• $20 — rcised but not delivered (and rising to $20 per trading day beginning the third tra
• $1 — use such exercise price to be less than $1.68, as adjusted for any stock dividend,

Filing Documents

• govx20240724_def14a.htm (DEF 14A) — 123KB
• image1.jpg (GRAPHIC) — 3KB
• 0001437749-24-024294.txt ( ) — 129KB

From the Filing

DEF 14A 1 govx20240724_def14a.htm FORM DEF 14A govx20240724_def14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities 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 (as permitted by Rule 14a- 6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Pursuant to 240.14a-12 GEOVAX LABS, 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. GEOVAX LABS, INC. 1900 Lake Park Drive Suite 380 Smyrna, Georgia 30080 NOTICE OF SPECIAL MEETING OF STOCKHOLDERS Dear Stockholder: You are hereby notified that a Special Meeting of Stockholders ("Special Meeting") of GeoVax Labs, Inc. ("GeoVax" or the "Company") will be held on September 17, 2024, at 8:30 a.m. local time, at the offices of Womble Bond Dickinson (US) LLP, 1331 Spring Street, NW, Suite 1400, Atlanta, Georgia 30309, for the following purposes: 1. To approve, pursuant to Nasdaq listing rules, the issuance of up to 1,605,688 shares of our common stock upon the exercise of a common stock purchase warrant (the "May 2024 Warrant") issued to an institutional investor in connection with the private placement offering which occurred on May 16, 2024 (the "May 2024 Warrant Exercise Proposal"); and 2. To approve, pursuant to Nasdaq listing rules, the issuance of up to 2,170,000 shares of our common stock upon the exercise of a common stock purchase warrant (the "July 2024 Warrant") issued to an institutional investor in connection with the private placement offering which occurred on July 11, 2024 (the "July 2024 Warrant Exercise Proposal"). Holders of our common stock owning such shares of record at the close of business on July 22, 2024 are entitled to attend and vote at the Special Meeting and any continuation or adjournment thereof. The enclosed Proxy Statement more fully describes the details of the business to be conducted at the Special Meeting. The Company does not contemplate discussing any other business at the meeting. Your vote is very important. Please vote whether or not you plan to attend the Special Meeting. Your promptness in voting will assist us in ensuring that a quorum is present or represented. The Notice of Internet Availability of Proxy Materials contains instructions on how to vote online or by telephone. If you have received a paper copy of our proxy materials, please mark, date, and sign and return the enclosed proxy card in the accompanying reply envelope to ensure receipt by our tabulator. You may also vote on-line or by phone by following the instructions contained in the accompanying Proxy Statement. You may attend the Special Meeting and vote your shares in person if you wish. By Order of the Board of Directors Mark W. Reynolds Corporate Secretary August 1, 2024 Smyrna, Georgia TABLE OF CONTENTS Page PROXY STATEMENT 1 QUESTIONS AND ANSWERS ABOUT THE SPECIAL MEETING 1 PROPOSAL 1 -- APPROVAL OF THE MAY 2024 WARRANT EXERCISE PROPOSAL 4 PROPOSAL 2 -- APPROVAL OF THE JULY 2024 WARRANT EXERCISE PROPOSAL 9 GEOVAX LABS, INC. 1900 Lake Park Drive Suite 380 Smyrna, Georgia 30080 PROXY STATEMENT For The SPECIAL MEETING OF STOCKHOLDERS To Be Held September 17, 2024 This Proxy Statement is furnished in connection with the solicitation of your proxy on behalf of the Board of Directors (the "Board") by GeoVax Labs, Inc., a Delaware corporation ("GeoVax" or the "Company"), for use at a Special Meeting of Stockholders (the "Special Meeting") to be held at the offices of Womble Bond Dickinson (US) LLP, 1331 Spring Street, NW, Suite 1400, Atlanta, Georgia 30309, on September 17, 2024, at 8:30 a.m. local time and at any adjournment or postponement thereof. Our Board of Directors has fixed the close of business on July 22, 2024 as the record date ("Record Date") for determining GeoVax stockholders entitled to notice of and to vote at the Special Meeting and at any adjournment or postponement thereof. Important Notice Regarding the Internet Availability of Proxy Materials for the Special Meeting. On or about August 1, 2024, the Company started mailing to its stockholders the Notice of Special Meeting of Stockholders, Proxy Statement, and form of proxy card (collectively, the "Proxy Materials"). The Proxy Materials are available online at www.proxyvote.com. Stockholders who receive a paper copy of the Proxy Materials, including this Proxy Statement and a form of proxy card or instruction card, may vote online, by te

View Full Filing

View this DEF 14A filing on SEC EDGAR