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




On June 11, 2020, Catabasis Pharmaceuticals, Inc. (the "Company") held its
Annual Meeting of Stockholders (the "Annual Meeting"). At the Annual Meeting,
the Company's stockholders, upon the recommendation of the Company's board of
directors, approved an amendment and restatement of the Company's Amended and
Restated 2015 Stock Incentive Plan (the "2015 Plan"), which amendment and
restatement had been previously approved by the Company's board of directors
subject to stockholder approval, to:



· increase the number of shares of the Company's common stock that may be issued

under the 2015 Plan by 2,000,000, increasing the maximum number of shares


    issuable under the 2015 Plan from 1,372,248 to 3,372,248; and



· provide that shares of common stock repurchased by the Company on the open

market using the proceeds from the exercise of an award under the 2015 Plan

will not increase the number of shares available for future grant awards under


   the 2015 Plan.




The description of the 2015 Plan contained in the Company's proxy statement for
the Annual Meeting (the "Proxy Statement"), filed with the Securities and
Exchange Commission on April 28, 2020, under the heading "Proposal No. 2:  To
Approve an Amended and Restated 2015 Stock Incentive Plan" is incorporated
herein by reference. A complete copy of the Amended and Restated 2015 Plan, as
so amended and restated, is attached hereto as Exhibit 99.1 and is incorporated
herein by reference.


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

The Company held its Annual Meeting of Stockholders on June 11, 2020. The following is a summary of the matters voted on at that meeting.





a)      The stockholders of the Company elected Kenneth Bate, Joanne T. Beck,
Ph.D. and Hugh Cole as Class II directors to the Company's Board of Directors,
each to serve for a three-year term expiring at the annual meeting of
stockholders to be held in 2023.  The results of the stockholders' vote with
respect to the election of Class II directors were as follows:



Name                                           Votes For    Votes Withheld   Broker Non-Votes   Votes Abstaining
Kenneth Bate                                    5,666,588        1,428,005          3,528,784                  -
Joanne T. Beck, Ph.D.                           6,630,246          464,347          3,528,784                  -
Hugh Cole                                       7,023,433           71,160          3,528,784                  -



b) The stockholders of the Company approved the amendment and restatement of the 2015 Plan. The results of the stockholders' vote with respect to the approval of the amendment and restatement of the 2015 Plan were as follows:

Votes For Votes Against Broker Non-Votes Votes Abstaining


 6,819,956     254,234          3,528,784           20,403




c)      The stockholders of the Company ratified the appointment of Ernst &
Young LLP as the Company's independent registered public accounting firm for the
fiscal year ending December 31, 2020.  The results of the stockholders' vote
with respect to the ratification of such appointment were as follows:



 Votes For    Votes Against   Broker Non-Votes   Votes Abstaining
 10,420,745     177,141              -               25,491








Item 9.01.   Exhibits.




Exhibits



Number                        Description

99.1 Amended and Restated 2015 Stock Incentive Plan

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