Report of Foreign Issuer (6-k)
June 28 2017 - 7:22AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT
OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16
OR
15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of June, 2017
Commission File Number: 001-37891
AC IMMUNE SA
(Exact name of registrant as specified
in its charter)
EPFL Innovation Park
Building B
1015 Lausanne, Switzerland
(Address of principal executive office)
Indicate by check mark whether the registrant
files or will file annual reports under cover of Form 20-F or Form 40-F:
Indicate by check mark if the registrant
is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Indicate by check mark if the registrant
is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Annual Ordinary Shareholders’ Meeting Results
On June 28, 2017, AC Immune SA (“
AC
Immune
”) held its annual Ordinary Shareholders’ Meeting. The presentation that was given at the Ordinary Shareholders’
Meeting is attached hereto as Exhibit 99.1. The final results of each of the agenda items submitted to a vote of the shareholders
are as follows:
Agenda Item 1: Approval of the Annual Report, Annual Statutory
Financial Statements and Financial Statements under IFRS of AC Immune SA for the year 2016
AC Immune shareholders approved the Annual
Report, the Annual Statutory Financial Statements and the Financial Statements under IFRS of AC Immune SA for the year 2016, and
took note of the Reports of the Auditors.
Agenda Item 2: Appropriation of Loss
AC Immune shareholders approved the addition
of the net loss for the year 2016 in the amount of KCHF 7,628 to the loss brought forward of KCHF 24,930, resulting in
a reduced new balance of loss brought forward of KCHF 32,558.
Agenda Item 3: Discharge of the Members of the Board of Directors
and the Executive Committee
AC Immune shareholders approved the discharge
the Board and the Executive Committee of their liabilities for their activities in the financial year 2016.
Agenda Item 4: Compensation for the Members of the Board
of Directors and the Executive Committee
AC Immune shareholders
approved:
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A.
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The total maximum amount of non-performance-related compensation for the members of the Board of
Directors covering the period from 1 July 2017 to 30 June 2018,
i
.
e
., CHF 428,000 (cash base compensation plus
social security costs);
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B.
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The maximum grant of equity or equity linked instruments for the members of the Board of Directors
from 1 July 2017 to 30 June 2018 with maximum value of CHF 451,000 (equity or equity linked instruments value plus
social security costs);
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C.
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The total maximum amount of non-performance-related cash compensation for the members of the Executive
Committee from 1 July 2017 to 30 June 2018,
i
.
e
., CHF 1,554,000 (cash base compensation plus social
security costs);
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D.
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The total maximum amount of variable compensation for the members of the Executive Committee for
the current year 2017,
i
.
e
., CHF 782,000 (cash compensation plus social security costs); and
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E.
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The maximum grant of equity or equity linked instruments for the members of the Executive Committee
from 1 July 2017 to 30 June 2018 with maximum value of CHF 3,472,000 (equity or equity linked instruments value
plus social security costs).
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Agenda Item 5: Election of the Members
of the Board
AC Immune shareholders
approved the re-election of Martin Velasco as member and as Chairman of the Board, Peter Bollmann, Friedrich von Bohlen, Andrea
Pfeifer, Detlev Riesner and Thomas Graney as members of the Board of Directors, each until the end of the next Ordinary General
Meeting.
Agenda Item 6: Election to the Compensation,
Nomination & Corporate Governance Committee
AC Immune shareholders
approved the re-election of Detlev Riesner, Martin Velasco and Tom Graney as members of the Compensation, Nomination & Corporate
Governance Committee, each until the end of the next Ordinary General Meeting.
Agenda Item 7: Re-Election of the independent
proxy
AC Immune shareholders
approved the re-election of Bugnion Ballansat Ehrler, represented by Gérald Virieux, as AC Immune’s independent proxy
until the end of the next Ordinary General Meeting.
Agenda Item 8: Re-Election of the Auditors
AC Immune shareholders
approved the re-election of Ernst & Young SA, in Lancy, for a term of office of one year.
SIGNATURE
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.
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AC IMMUNE SA
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By:
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/s/ Andrea Pfeifer
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Name:
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Andrea Pfeifer
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Title:
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Chief Executive Officer
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By:
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/s/ Joerg Hornstein
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Name:
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Joerg Hornstein
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Title:
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Chief Financial Officer
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Date: June 28, 2017
EXHIBIT INDEX
Exhibit Number
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Description
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99.1
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Annual Ordinary Shareholders’ Meeting presentation
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