Item 5. Market for Registrant’s Common Equity
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities .
Market Information
Our common stock has traded on the NYSE American under the symbol “TOVX’ since October 13, 2022. Prior to October 13, 2022 our common stock traded under the symbol “SYN” since February 16, 2012. Prior to February 16, 2012, our common stock traded under the symbol “AEN” since October 16, 2008. The last price of our common stock as reported on the NYSE American on March 28, 2023 was $0.65 per share.
Dividend Policy
We have never paid or declared any cash dividends on our common stock to date, and do not anticipate paying such cash dividends on our common stock in the foreseeable future. Whether we declare and pay dividends is determined by our Board of Directors at their discretion, subject to certain limitations imposed under Nevada corporate law. The timing, amount and form of dividends, if any, will depend on, among other things, our results of operations, financial condition, cash requirements and other factors deemed relevant by our Board of Directors.
The Series A Preferred Stock, none of which remains outstanding, ranked senior to the shares of our common stock and shares of our Series B Preferred Stock with respect to dividend rights and holders of Series A Preferred Stock were entitled to a cumulative dividend at the rate of 2.0% per annum, payable quarterly in arrears, as set forth in the Certificate of Designation of Series A Convertible Preferred Stock. The Series C Preferred Stock and Series D Preferred Stock is entitled to receive dividends on an as-if-converted-to-common-Stock basis to and in the same form as dividends actually paid on shares of the Common Stock when, as and if such dividends are paid on shares of the common stock.
Holders
As of March 30, 2023, we had approximately 33 stockholders of record of our common stock. This number does not include stockholders for whom shares are held in a “nominee” or “street” name.
Stock Performance Graph
The Company is a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and is not required to provide the information required under this item.
Equity Compensation Plan Information
See Part III–Item 12 under the heading “Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters—Equity Compensation Plan Information” of this Annual Report for equity compensation plan information.
Recent Sales of Unregistered Securities
We did not sell any equity securities during the year ended December 31, 2022 in transactions that were not registered under the Securities Act, other than as previously disclosed in our filings with the SEC.
Issuer Purchases of Equity Securities
On December 22, 2022, we repurchased an aggregate of 720,000 shares of our common stock, par value $0.001 (the “Common Stock”) from three founders of its subsidiary Theriva Biologics S.L. (formerly known as VCN Biosciences S.L.) in a privately negotiated
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transaction pursuant to the terms of a Share Repurchase Agreement (the “Share Repurchase Agreement”) entered into on December 20, 2022 with each of the Selling Stockholders. Summary of the 2022 stock repurchase activity is as follows:
Total number of
shares purchased as
Maximum number of
part of publicly
shares that may yet be
Total number of
Average price paid
announced plans or
purchased under the
shares purchased
per share
programs
plans or programs
December 2022
720,000
$
0.40
0
0
Item 6. [Reserved]