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 15, 2023 (May 10, 2023)

Date of Report (date of earliest event reported)

LUMOS PHARMA, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-35342	42-1491350
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

4200 Marathon Blvd., Suite 200

Austin, Texas 78756

(Address of Principal Executive Offices)

(512) 215-2630

Registrant's telephone number, including area code

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	LUMO	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 (§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.

The 2023 Annual Meeting of Stockholders of Lumos Pharma, Inc. (the “Company”) was held May 10, 2023, for the following purposes:

•To elect the nominees for director, Richard J. Hawkins and Thomas A. Raffin, nominated by the Board of Directors of the Company (the “Board”), to serve until the 2026 Annual Meeting of Stockholders;

•To approve, on a non-binding, advisory basis, the compensation of the Company’s named executive officers as disclosed in the Company’s definitive proxy statement, filed with the Securities and Exchange Commission on March 31, 2023 (the “Proxy Statement”); and

•To ratify the selection by the Audit Committee of the Board of KPMG, LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2023.

At the meeting, the stockholders of the Company:

•elected Richard J. Hawkins and Thomas A. Raffin as directors of the Company;

•approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers, as set forth in the Proxy Statement; and

•ratified the appointment of KPMG, LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2023.

The final voting results on each of the matters submitted to a vote of stockholders at the 2023 Annual Meeting are as follows:

	Election of Directors	For	Withheld	Broker Non-Votes
1.	Richard J. Hawkins	4,170,411	25,799	2,806,241
	Thomas A. Raffin	4,073,871	122,339	2,806,241

		For	Against	Abstentions	Broker Non-Votes
2.	Approval, on an advisory basis, of the compensation of the Company’s named executive officers	4,093,576	98,036	4,598	2,806,241

		For	Against	Abstentions
3.	Ratification of KPMG, LLP as independent registered public accounting firm for the Company’s fiscal year ending December 31, 2023	6,952,916	44,113	5,422

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.

Dated:    May 15, 2023

	LUMOS PHARMA, INC., a Delaware corporation
By:	/s/ Richard J. Hawkins
	Richard J. Hawkins
Its:	Chief Executive Officer

XML

Document and Entity Information Document	May 15, 2023
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	May 15, 2023
Entity Registrant Name	LUMOS PHARMA, INC.
Entity Central Index Key	0001126234
Amendment Flag	false
Entity Incorporation, State or Country Code	DE
Entity File Number	001-35342
Entity Tax Identification Number	42-1491350
City Area Code	512
Local Phone Number	215-2630
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	LUMO
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Address, Address Line One	4200
Entity Address, Postal Zip Code	78756
Entity Address, City or Town	Austin
Entity Address, State or Province	TX
Entity Address, Address Line Two	Marathon Blvd., Suite 200