Current Report Filing (8-k)
June 02 2022 - 08:00AM
Edgar (US Regulatory)
false 0001759138 0001759138 2022-06-01
2022-06-01
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
June 1, 2022
Date of Report (Date of earliest event reported)
CABALETTA BIO, INC.
(Exact name of Registrant as Specified in its Charter)
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Delaware |
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001-39103 |
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82-1685768 |
(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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2929 Arch Street, Suite 600,
Philadelphia, PA
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19104 |
(Address of principal executive
offices) |
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(Zip Code) |
(267) 759-3100
(Registrant’s telephone number, including area code)
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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☐ |
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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☐ |
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 $0.00001 per
share |
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CABA |
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The Nasdaq Global Select
Market |
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 |
Submission of Matters to a Vote of Security Holders.
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Cabaletta Bio, Inc., a Delaware corporation (the “Company”) held
its Annual Meeting of Stockholders (the “Annual Meeting”) on
June 1, 2022. As of April 4, 2022, the record date for
the Annual Meeting, there were 25,064,629 outstanding shares of the
Company’s voting common stock. The Company’s stockholders voted on
the following matters, which are described in detail in the
Company’s Definitive Proxy Statement filed with the U.S. Securities
and Exchange Commission on April 21, 2022: (i) to elect
two directors, Steven Nichtberger, M.D. and Mark Simon, MBA, as
Class III directors of the Company to serve for a three-year
term expiring at the Company’s 2025 annual meeting of stockholders
and until their successor has been duly elected and qualified,
subject to their earlier death, resignation or removal (“Proposal
1”) and (ii) to ratify the appointment of Ernst &
Young LLP as the Company’s independent registered public accounting
firm for the fiscal year ending December 31, 2022 (“Proposal
2”).
The Company’s stockholders approved the Class III director
nominees, Steven Nichtberger, M.D. and Mark Simon, MBA, recommended
for election in Proposal 1 at the Annual Meeting. The votes cast at
the Annual Meeting were as follows:
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For
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Withheld
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Broker Non-Votes
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Steven Nichtberger, M.D.
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11,549,000.97 |
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3,214,793.33 |
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5,595,789 |
Mark Simon, MBA
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9,338,734.97 |
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5,402,059.33 |
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5,595,789 |
The Company’s stockholders ratified the appointment of
Ernst & Young LLP as the Company’s independent registered
public accounting firm for the fiscal year ending December 31,
2022, recommended for ratification in Proposal 2 at the Annual
Meeting. The votes cast at the Annual Meeting were as follows:
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For
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Against
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Abstain
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Broker Non-Votes
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20,342,893.97
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11,645.33 |
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5,044 |
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0 |
No other matters were submitted to or voted on by the Company’s
stockholders at the Annual Meeting.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, the registrant has duly caused this report to be
signed on its behalf by the undersigned, hereunto duly
authorized.
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CABALETTA BIO, INC. |
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Date: June 2, 2022 |
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By: |
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/s/ Steven Nichtberger
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Steven
Nichtberger, M.D. |
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President and
Chief Executive Officer |
Cabaletta Bio (NASDAQ:CABA)
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