Current Report Filing (8-k)
June 27 2019 - 04:07PM
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 27, 2019
MODERNA, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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001-38753
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81-3467528
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(State or other jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification Number)
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200 Technology Square
Cambridge, MA
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02139
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(Address of registrants principal executive office)
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(Zip code)
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(617)
714-6500
(Registrants telephone number, including area code)
N/A
(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 203.425)
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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 $0.0001 per share
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MRNA
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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 Rule 405 of the Securities Act of
1933 or Rule
12b-2
of the Securities Exchange Act of 1934.
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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On June 27, 2019, Moderna, Inc. (the Company) held its previously announced 2019 Annual Meeting of Stockholders (the Annual
Meeting), at which a quorum was present. The final voting results for the Annual Meeting are as follows:
Proposal 1. Election of
Directors
By the vote reflected below, the Companys stockholders elected each of the following individuals to serve as Class I directors
for a three-year term expiring at the Companys 2022 Annual Meeting of Stockholders and until his respective successor is duly elected and qualified, or such directors earlier death, resignation or removal:
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For
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Withheld
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Broker Non-Votes
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Noubar Afeyan, Ph.D.
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246,605,384
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3,527,571
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5,359,484
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Stéphane Bancel
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247,204,447
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2,928,508
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5,359,484
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Peter Barton Hutt, LL.M.
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233,850,613
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16,282,342
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5,359,484
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Proposal 2. Ratification of Appointment of Independent Registered Public Accounting Firm
The Companys stockholders ratified the appointment of Ernst & Young LLP as the Companys independent registered public accounting firm for
the year ending December 31, 2019, with the votes cast as follows: 254,629,887 votes for; 819,203 votes against; and 43,349 votes abstaining. There were no broker
non-votes
on Proposal 2.
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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Date: June 27, 2019
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MODERNA, INC.
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By:
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/s/ Lori Henderson
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Lori Henderson
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General Counsel and Corporate Secretary
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