Current Report Filing (8-k)
June 17 2019 - 4:04PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 12, 2019
EIDOS THERAPEUTICS, INC.
(Exact Name of Registrant as Specified in Its Charter)
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Delaware
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001-38533
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46-3733671
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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Eidos Therapeutics, Inc.
101 Montgomery Street, Suite 2550
San Francisco, CA 94104
(Address of principal executive offices, including zip code)
(415) 887-1471
(Telephone number, including area code, of agent for service)
Not Applicable
(Former
name or former address, if changed since last report.)
Check the appropriate box below
if the Form
8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17
CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange
on which registered
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Common Stock
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EIDX
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The Nasdaq Global Select Market
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of
1933 (§ 230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§ 240.12b-2
of this chapter).
Emerging growth company ☒
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ☒
Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
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(e)
Eidos Therapeutics, Inc. Amended and Restated 2018 Stock Option and Incentive Plan
On June 12, 2019, at the 2019 Annual Meeting of Stockholders (the Annual Meeting) of Eidos Therapeutics, Inc. (the
Company), the stockholders of the Company approved the Companys Amended and Restated 2018 Stock Option and Incentive Plan (the 2018 Plan) to, among other things, increase the number of shares of common stock reserved
for issuance thereunder by 700,000 shares.
A detailed summary of the material features of the 2018 Plan is set forth in the
Companys definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on April 29, 2019 (the Proxy Statement). That summary is qualified in its entirety by reference to the text of the
2018 Plan, which is filed as Exhibit A to the Proxy Statement and is incorporated herein by reference.
Item 5.07
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Submission of Matters to a Vote of Security Holders.
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The proposals set forth below were submitted to the stockholders at the Annual Meeting held on June 12, 2019, with each such proposal
described in the Proxy Statement.
The number of shares of common stock entitled to vote at the Annual Meeting was 36,820,049. The
number of shares of common stock present or represented by valid proxy at the Annual Meeting was 33,448,725. The number of votes cast for and against and the number of abstentions and broker
non-votes
with respect to each proposal voted upon are set forth below.
Proposal 1 Election of Directors
The Companys stockholders elected the five (5) director nominees below to the Companys Board of Directors to hold office until
the 2020 Annual Meeting of Stockholders of the Company or until their successors are duly elected and qualified.
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Director Nominee
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Votes For
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Votes Withheld
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Neil Kumar, Ph.D.
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30,011,906
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455,591
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Eric Aguiar, M.D.
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29,629,589
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837,908
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William Lis
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30,429,421
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38,076
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Ali Satvat
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29,363,919
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1,103,578
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Rajeev Shah
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29,969,378
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498,119
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There were 2,981,228 broker
non-votes
regarding this proposal.
Proposal 2 Ratification of Appointment of Independent Registered Accounting Firm
The Companys stockholders ratified the appointment of Ernst & Young LLP as the independent registered public accounting firm of
the Company for the fiscal year ending December 31, 2019.
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Votes For
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Votes Against
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Abstentions
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33,372,503
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75,992
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230
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Proposal 3 Approval of the Amended and Restated 2018 Stock Option and Incentive Plan
The Companys stockholders approved the Companys Amended and Restated 2018 Stock Option and Incentive Plan to, among
other things, increase the number of shares of common stock reserved for issuance thereunder by 700,000 shares.
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Votes For
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Votes Against
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Abstentions
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26,224,837
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3,992,660
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250,000
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There were 2,981,228 broker
non-votes
regarding this proposal.
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
hereunto duly authorized.
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Eidos Therapeutics, Inc.
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Date: June 17, 2019
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By:
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/s/ Christine Siu
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Christine Siu
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Chief Financial Officer
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