Current Report Filing (8-k)
May 31 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): May 29, 2019
Agios Pharmaceuticals, Inc.
(Exact Name of Registrant as Specified in Charter)
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Delaware
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001-36014
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26-0662915
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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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88 Sidney Street, Cambridge, MA
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02139
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrants telephone number, including area code: (617)
649-8600
(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 Instruction A.2. below):
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☐
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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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☐
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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, Par Value $0.001 per share
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AGIO
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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 5.07
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Submission of Matters to a Vote of Security Holders.
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Agios Pharmaceuticals, Inc. (the Company) held its Annual Meeting of Stockholders on May 29, 2019. The following is a summary of the matters
voted on at that meeting.
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1.
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The Companys stockholders elected Jacqualyn A. Fouse, Ph.D., David Scadden, M.D. and David P. Schenkein,
M.D. as class III directors, each to serve for a three-year term expiring at the 2022 Annual Meeting of Stockholders and until his or her successor has been duly elected and qualified. The results of the stockholders vote with respect to the
election of such class III directors were as follows:
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Votes For
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Votes
Withheld
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Broker
Non-Votes
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Jacqualyn A. Fouse, Ph.D.
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50,463,054
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530,227
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2,157,841
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David Scadden, M.D.
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50,904,028
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89,253
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2,157,841
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David P. Schenkein, M.D.
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49,897,537
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1,095,744
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2,157,841
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2.
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The Companys stockholders approved the
non-binding,
advisory vote
on the compensation paid to its named executive officers. The results of the stockholders
non-binding,
advisory vote with respect to compensation paid to the Companys named executive officers were
as follows:
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Votes For
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Votes
Against
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Votes
Abstaining
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Broker
Non-Votes
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49,869,695
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1,116,307
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7,279
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2,157,841
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3.
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The Companys stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Companys
independent registered public accounting firm for the current fiscal year. The results of the stockholders vote with respect to such ratification were as follows:
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Votes For
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Votes
Against
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Votes
Abstaining
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Broker
Non-Votes
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53,081,362
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53,962
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15,798
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0
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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.
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AGIOS PHARMACEUTICALS, INC.
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Date: May 31, 2019
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By:
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/s/ Jacqualyn A. Fouse
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Jacqualyn A. Fouse, Ph.D.
Chief Executive
Officer
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