Current Report Filing (8-k)

Date : 06/07/2019 @ 9:04PM
Source : Edgar (US Regulatory)
Stock : Sarepta Therapeutics Inc New (SRPT)
Quote : 111.62  -0.77 (-0.69%) @ 12:40AM
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Current Report Filing (8-k)

 

 

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 6, 2019

 

Sarepta Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware

001-14895

93-0797222

(State or other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

215 First Street
Suite 415
Cambridge, MA 02142

(Address of principal executive offices, including zip code)

(617) 274-4000

(Registrant’s Telephone Number, Including Area Code )

(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 (see General Instructions A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 comply ing with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Common Stock, par value $0.0001 per share

 

SRPT

 

The Nasdaq Global Market

 

 

 

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

The following is a brief description of each matter voted upon at the Sarepta Therapeutics, Inc. (the “Company”) Annual Meeting held on June 6, 2019 (the “Annual Meeting”) and the number of votes cast for, against or withheld, as well as the number of abstentions and broker non-votes, as to each such matter. As of the record date for the Annual Meeting, April 11, 2019, there were 74,138,239 shares of common stock issued and outstanding. There were 69,110,379 shares of common stock present and entitled to vote at the Annual Meeting in person or by proxy, which represented 93.22% of the voting power of the shares of common stock entitled to vote at the Annual Meeting, and which constituted a quorum for the transaction of business.

 

The proposals voted upon and voting results for these proposals at the Annual Meeting were as follows:

 

Proposal 1: Election of Group II Directors

Name of Nominee

 

For

 

 

Against

 

 

Abstain

 

 

Broker Non-
Votes

 

Richard J. Barry

 

 

54,208,621

 

 

 

1,950,072

 

 

 

125,935

 

 

 

12,825,751

 

M. Kathleen Behrens, Ph.D.

 

 

54,920,464

 

 

 

1,246,354

 

 

 

117,810

 

 

 

12,825,751

 

Claude Nicaise, M.D.

 

 

54,275,423

 

 

 

1,889,743

 

 

 

119,462

 

 

 

12,825,751

 

Pursuant to the foregoing votes, the Director nominees listed above were elected to serve as a Group II Directors on the Company s Board of Directors to hold office until the Company s 2021 annual meeting of stockholders, or until his or her successor is earlier elected. There were no additional director nominations brought before the meeting.

Proposal 2: Advisory Vote on 2018 Named Executive Officer Compensation

For

 

Against

 

Abstain

 

Broker Non-Votes

50,896,422

 

5,227,052

 

161,154

 

12,825,751

Pursuant to the foregoing votes, the 2018 executive compensation was approved on an advisory basis.

 


Proposal 3: Approval of an Amendment to the Company’s Amended and Restated 2013 Employee Stock Purchase Plan

For

 

Against

 

Abstain

 

Broker Non-Votes

54,999,679

 

1,148,636

 

136,313

 

12,825,751

Pursuant to the foregoing votes, the Amendment to the Company’s Amended and Restated 2013 Employee Stock Purchase Plan was approved.

Proposal 4: Ratification of KPMG as the Company’s Independent Registered Public Accounting Firm

For

 

Against

 

Abstain

68,484,918

 

466,790

 

158,671

Pursuant to the foregoing votes, the selection of KPMG LLP as the Company s independent registered public accounting firm for the year ending December 31, 2019 was ratified and approved.


SIGNATURES

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.

 

Sarepta Therapeutics, Inc.

 

 

By:

 

/s/ Douglas S. Ingram

 

 

Douglas S. Ingram

 

 

President and Chief Executive Officer

Date: June 7, 2019

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