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

May 31, 2022

Date of Report (date of earliest event reported)

Corcept Therapeutics Incorporated

(Exact name of registrant as specified in its charter)

Delaware	000-50679	77-0487658
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

149 Commonwealth Drive, Menlo Park, CA 94025

(Address of Principal Executive Offices) (Zip Code)

(650) 327-3270

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 (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	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.001 par value	CORT	The Nasdaq Stock Market

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. Submission of Matters to a Vote of Security Holders

On May 31, 2022, we held our annual meeting of stockholders to consider and vote on proposals: 1) to elect nine directors to hold office until our 2023 annual meeting of stockholders, 2) to approve the Corcept Therapeutics Incorporated Amended and Restated 2012 Incentive Award Plan, and 3) to ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2022.

A total of 106,249,716 shares of Corcept Therapeutics Incorporated common stock held by stockholders of record at the close of business on April 13, 2022 were entitled to vote at the annual meeting. The total number of shares voted at the annual meeting was 97,532,419. The voting on the three matters is set forth below:

Proposal 1 — Election of Directors. The following directors were elected to serve until our 2023 annual meeting of stockholders.

Director	For	Withheld	Broker Non-Votes
Gregg Alton	72,738,526	11,445,289	13,348,604
G. Leonard Baker, Jr.	70,597,281	13,586,534	13,348,604
Joseph K. Belanoff, M.D.	83,809,681	374,134	13,348,604
Gillian M. Cannon, Ph.D.	82,052,091	2,131,724	13,348,604
David L. Mahoney	72,563,105	11,620,710	13,348,604
Joshua M. Murray	83,865,037	318,778	13,348,604
Kimberly Park	81,854,209	2,329,606	13,348,604
Daniel N. Swisher, Jr.	72,184,474	11,999,341	13,348,604
James N. Wilson	80,854,416	3,329,399	13,348,604

Proposal 2 — The Corcept Therapeutics Incorporated Amended and Restated 2012 Incentive Award Plan was not approved.

For	39,228,147
Against	44,592,257
Abstain	363,411
Broker Non-Votes	13,348,604

Proposal 3 — The appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2022 was ratified.

For	96,415,192
Against	1,052,185
Abstain	65,042
Broker Non-Votes	N/A

SIGNATURE

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.

		CORCEPT THERAPEUTICS INCORPORATED
Date:	June 2, 2022	By:	/s/ Atabak Mokari
			Name: Atabak Mokari
			Title: Chief Financial Officer and Treasurer

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Cover Page Document	May 31, 2022
Cover [Abstract]
Document Type	8-K
Document Period End Date	May 31, 2022
Entity Registrant Name	Corcept Therapeutics Incorporated
Entity Incorporation, State or Country Code	DE
Entity File Number	000-50679
Entity Tax Identification Number	77-0487658
Entity Address, Address Line One	149 Commonwealth Drive
Entity Address, City or Town	Menlo Park
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94025
City Area Code	650
Local Phone Number	327-3270
Entity Information, Former Legal or Registered Name	Not Applicable
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.001 par value
Trading Symbol	CORT
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0001088856
Amendment Flag	false