Current Report Filing (8-k)
June 21 2021 - 7:31AM
Edgar (US Regulatory)
0001819576
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0001819576
2021-06-17
2021-06-17
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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 17, 2021
LIQUIDIA CORPORATION
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(Exact name of registrant as specified in its charter)
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Delaware
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001-39724
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85-1710962
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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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419 Davis Drive, Suite 100, Morrisville, North Carolina
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27560
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including
area code: (919) 328-4400
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(Former name or former address, if changed since last report.)
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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):
¨ 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))
Securities registered pursuant to Section 12(b) of the Act:
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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LQDA
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The Nasdaq Stock Market LLC
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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 x
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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On June 17, 2021, Liquidia Corporation, a Delaware corporation (the
“Company”), held its annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, the following
matters were submitted to a vote of stockholders:
1. The
election of three (3) Class III directors to serve until the Company’s 2024 Annual Meeting of Stockholders, or until their respective
successors shall have been duly elected and qualified;
2. The
ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for
the year ending December 31, 2021.
At the close of business on April 23, 2021, the record date for the
determination of stockholders entitled to vote at the Annual Meeting, there were 51,972,961 shares of Common Stock outstanding and entitled
to vote at the Annual Meeting. The holders of 41,713,888 shares of Common Stock were represented virtually or by proxy at the Annual Meeting,
constituting a quorum.
At the Annual Meeting, the three Class III directors were elected and
the appointment of the Company’s independent registered public accounting firm for the year ending December 31, 2021 was ratified.
Proposal No. 1— Election of
Class III Directors
The vote with respect to the election of Class III directors was
as follows:
Nominees
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For
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Withheld
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Broker Non-
Votes
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Damian deGoa
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29,183,102
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128,066
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12,402,720
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Arthur Kirsch
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29,053,941
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257,227
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12,402,720
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Paul B. Manning
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27,089,638
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2,221,530
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12,402,720
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Proposal No. 2 — Ratification of the
Appointment of Independent Registered Public Accounting Firm
The vote with respect to the ratification of the appointment of PricewaterhouseCoopers
LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2021 was as follows:
For
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Against
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Abstain
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41,681,438
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28,468
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3,982
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Item 9.01
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Financial Statements and Exhibits.
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(d)
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Exhibits.
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Exhibit
No.
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Exhibit
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104
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Cover Page Interactive Data File (the cover page tags are embedded within the Inline XBRL document).
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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.
June 21, 2021
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Liquidia Corporation
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By:
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/s/ Michael Kaseta
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Name:
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Michael Kaseta
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Title:
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Chief Financial Officer
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