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

On February 28, 2013, Athersys, Inc. (the "Company") held a Special Meeting of Stockholders. The purpose of the special meeting was to consider a proposal to adjust the exercise price of 4,347,827 warrants issued in a March 2012 private placement from $2.07 per share to $1.01 per share. The warrants contained anti-dilution provisions that were triggered by the Company's fourth quarter 2012 public offering, and stockholder approval of the adjustment was required pursuant to the terms of the warrants and applicable NASDAQ rules. The warrant exercise price adjustment was the only matter submitted to the Company's stockholders for approval at the special meeting. Set forth below are the final voting results for the matter.

Proposal - To Adjust the Exercise Price of the Company's March 2012 Warrants from $2.07 per share to $1.01 per share.

The Company's stockholders approved the adjustment of the exercise price of the Company's March 2012 warrants from $2.07 per share to $1.01 per share. The voting results were as follows:

For Against Abstain 13,946,568 12,466,616 5,051,291

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