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Washington, DC 20549





Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 13, 2021


Baudax Bio, Inc.

(Exact name of registrant as specified in its charter)






(State or other jurisdiction of



File Number)

(I.R.S. Employer

Identification No.)




490 Lapp Road, Malvern, Pennsylvania




(Address of principal executive offices)


(Zip Code)


Registrant’s telephone number, including area code: (484) 395-2470

Not Applicable

(Former name or former address, if changed since last report)







Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):



Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol

Name of Exchange on Which Registered

Common Stock, par value $0.01


Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  



Item 5.07

Submission of Matters to a Vote of Security Holders.

On July 13, 2021, Baudax Bio, Inc. (the “Company”) held a Special Meeting of Shareholders (the “Special Meeting”), which was adjourned solely with respect to the voting on Proposal 1 below, the approval and adoption of an amendment to the Company’s Amended and Restated Articles of Incorporation to increase the number of authorized shares of common stock, par value $0.01 (the “Common Stock”) (“Proposal 1”).

The following is a brief description of the final voting results for each of the proposals submitted to a vote of the shareholders at the Special Meeting.

Proposal 2 – Adjournment. The adjournment of the Special Meeting to the extent there are insufficient votes at the Special Meeting to approve Proposal 1.


Votes For



Votes Against

















Adjournment with Respect to Proposal 1

The Special Meeting was adjourned solely with respect to Proposal 1 in order to provide additional time for shareholders to consider and vote on such proposal.



Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.





Baudax Bio, Inc








/s/ Gerri A. Henwood



Gerri A. Henwood



President and Chief Executive Officer

Date: July 16, 2021