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 18, 2020

 

 

SERES THERAPEUTICS, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Delaware   001-37465   27-4326290

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

200 Sidney Street

Cambridge, MA

  02139
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s Telephone Number, Including Area Code: (617) 945-9626

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:

 

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

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common stock, par value $0.001 per share   MCRB   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.

On June 18, 2020, Seres Therapeutics, Inc. (the “Company”) held its Annual Meeting of Stockholders. A total of 66,492,568 shares of the Company’s common stock were present electronically or represented by proxy at the meeting, representing approximately 92.1% of the Company’s outstanding common stock as of the April 21, 2020 record date. The following are the voting results for the proposals considered and voted upon at the meeting, all of which were described in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on April 30, 2020.

Item 1 — Election of three Class II directors to serve until the 2023 Annual Meeting of Stockholders, and until their respective successors have been duly elected and qualified.

 

NOMINEE    Votes FOR    Votes WITHHELD    Broker Non-Votes

Stephen A. Berenson

   59,514,136    1,438,111    5,540,321

Richard N. Kender

   50,746,788    10,205,459    5,540,321

Meryl S. Zausner

   50,071,707    10,880,540    5,540,321

Item 2 — Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2020.

 

     Votes FOR          Votes AGAINST     Votes ABSTAINED   Broker Non-Votes

66,388,045

  76,899   27,624   0

Based on the foregoing votes, Stephen A. Berenson, Richard N. Kender, and Meryl S. Zausner were elected as Class II directors and Item 2 was 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.

 

    SERES THERAPEUTICS, INC.
Date: June 22, 2020     By:  

/s/ Thomas J. DesRosier

      Name:   Thomas J. DesRosier
      Title:   Chief Legal Officer and Executive Vice President