UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
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 13, 2023 ( |
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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:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 9, 2023, Adaptive Biotechnologies Corporation (the "Company") Board of Directors (the "Board") member Leslie Trigg submitted her resignation from the Board. The resignation was voluntary and not due to any disagreement with the Company on any matter relating to its operations, policies or practices.
Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 9, 2023, the Company held its annual meeting of shareholders (the "Annual Meeting") pursuant to notice duly given. Three proposals were presented for voting: Proposal 1: election of two Class 1 directors to the Board (Drs. Katey Owen and Robert Hershberg); Proposal 2: an advisory request concerning compensation for the Company's 2022 named executive officers; and, Proposal 3: ratification of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2023. Each of the proposals was described in detail in the Company’s definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 28, 2023. A quorum of the shareholders voted by the conclusion of the Annual Meeting. The final results of the voting are set forth below.
Proposal 1: Election of Class 1 Directors
Dr. Katey Owen |
Votes Submitted |
As % of Proposal Votes |
Broker Non Vote |
For |
83,072,262 |
76.66 % |
13,147,625 |
Against |
- |
- |
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Withhold/Abstain |
25,282,278 |
23.33 % |
Dr. Robert Hershberg |
Votes Submitted |
As % of Proposal Votes |
Broker Non Vote |
For |
47,703,083 |
44.02 % |
13,147,625 |
Against |
- |
- |
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Withhold/Abstain |
60,651,457 |
55.97 % |
Proposal 2: Advisory Vote Concerning the 2022 Compensation of the Company's Named Executive Officers
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Votes Submitted |
As % of Proposal Votes |
Broker Non Vote |
For |
89,592,587 |
82.68 % |
13,147,625 |
Against |
17,467,529 |
16.12 % |
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Withhold/Abstain |
1,294,424 |
1.19 % |
Proposal 3: Ramification of Ernst & Young LLP as the Company's Independent Registered Public Accounting Firm for the Year Ending December 31, 2023
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Votes Submitted |
As % of Proposal Votes |
Broker Non Vote |
For |
121,162,529 |
99.72 % |
0 |
Against |
200,965 |
0.16 % |
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Withhold/Abstain |
138,671 |
0.11 % |
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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Adaptive Biotechnologies Corporation |
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Date: |
June 13, 2023 |
By: |
/s/ Tycho Peterson |
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Tycho Peterson |