Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 10, 2022, the stockholders of Interpace Biosciences, Inc. (the "Company") approved (i) an amendment to the Company's 2019 Equity Incentive Plan (the "Plan") to increase the number of authorized shares of common stock reserved for issuance thereunder by 1,000,000 shares (the "Plan Amendment") and (ii) an amendment to the Company's Employee Stock Purchase Plan (the "ESPP") to increase the number of authorized shares of common stock reserved for issuance thereunder by 1,000,000 shares (the "ESPP Amendment").

The foregoing descriptions of the Plan Amendment and the ESPP Amendment do not purport to be complete and are subject to and qualified in their entirety by reference to the full text of the Plan Amendment and the ESPP Amendment, copies of which are incorporated by reference herein to Exhibit 10.1 and Exhibit 10.2, respectively, as well as to the descriptions of the Plan and the ESPP included in the Company's definitive proxy statement filed with the Securities and Exchange Commission on September 20, 2022.

Item 5.07. Submission of Matters to a Vote of Security Holders.

On November 10, 2022, the Company held its 2022 annual meeting of stockholders (the "2022 Annual Meeting"). The following proposals were voted on and were approved by the Company's stockholders at the 2022 Annual Meeting with the stockholders having voted as set forth below:

I. Election of one Class I director to serve until the 2025 annual meeting or until such director's successor is duly elected and qualified.





       Name              For      Withhold   Broker Non-Votes

Stephen J. Sullivan 8,793,313 820,085 1,522,847

II. Approval of the Plan Amendment.





   For      Against   Abstain   Broker Non-Votes
9,498,523   88,097    26,778       1,522,847

III. Approval of the ESPP Amendment.





   For      Against   Abstain   Broker Non-Votes
9,501,243   85,297    26,858       1,522,847

IV. To grant the board of directors of the Company (the "Board") discretionary authority to amend the Company's Certificate of Incorporation, as amended, to effect a reverse stock split of its common stock within the range of 1-for-2 to 1-for-10 with the exact ratio, if any, to be determined by the Board, but not later than one year after stockholder approval thereof.





   For       Against   Abstain   Broker Non-Votes
10,270,993   800,853   64,399           0

V. Ratification of the appointment of EisnerAmper, LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2022.





   For       Against   Abstain   Broker Non-Votes
11,041,434   35,207    59,604           0

Item 9.01. Financial Statements and Exhibits.





(d) Exhibits.



Exhibit Number   Description

10.1               Amendment to the Interpace Biosciences, Inc. 2019 Equity
                 Incentive Plan.
10.2               Amendment to the Interpace Biosciences, Inc. Employee Stock
                 Purchase Plan.
104              Cover Page Interactive Data File (embedded within the Inline XBRL
                 document).

© Edgar Online, source Glimpses