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):
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(I.R.S. Employer Identification No.) |
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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 (see General Instruction A.2.):
| 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:
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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 5.07 | Submission of Matters to a Vote of Security Holders. |
Sientra, Inc. (“Sientra”) held its 2021 Annual Meeting of Stockholders on June 10, 2021 (the “Annual Meeting”), at which a total of 46,193,343 shares of Sientra common stock, or approximately 80% of the shares entitled to vote, were represented in person or by valid proxies. A description of each matter voted upon at the Annual Meeting is described in detail in Sientra’s definitive proxy statement filed with the Securities and Exchange Commission on April 28, 2021. Set forth below are final voting results for the three proposals that were subject to a vote of Sientra’s stockholders at the Annual Meeting.
1. For the proposal to elect two nominees for director to serve a three-year term expiring at Sientra’s 2024 Annual Meeting of Stockholders, the voting results were as follows:
| Name of Directors Elected | For | Withheld | Broker Non-Votes | |||
| Ronald Menezes |
35,882,993 | 299,891 | 10,010,459 | |||
| Philippe A. Schaison |
23,096,293 | 13,086,591 | 10,010,459 | |||
| Keith J. Sullivan |
20,848,422 | 15,334,462 | 10,010,459 |
The following individuals are continuing directors with terms expiring at Sientra’s 2022 Annual Meeting of Stockholders: Nicholas Simon and Mary M. Fisher.
The following individuals are continuing directors with terms expiring at Sientra’s 2023 Annual Meeting of Stockholders: Kevin O’Boyle and Caroline Van Hove.
| 2. | For the proposal to ratify KPMG LLP as Sientra’s independent registered public accounting firm for the fiscal year ending December 31, 2021, the voting results were as follows: |
| For | Against | Abstain | ||
| 44,105,064 | 2,065,239 | 23,040 |
| 3. | For the proposal to approve, on a non-binding advisory basis, the compensation of Sientra’s named executive officers, the voting results were as follows: |
| For | Against | Abstain | Broker Non-Votes | |||
| 19,944,268 | 14,006,775 | 2,222,493 | 10,010,459 |
No other matters were presented for stockholder approval at the Annual Meeting.
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.
| SIENTRA, INC. | ||||
| Date: June 14, 2021 | ||||
| By: | /s/ Ronald Menezes | |||
| Ronald Menezes | ||||
| President and Chief Executive Officer | ||||
Document and Entity Information |
Jun. 10, 2021 |
|---|---|
| Cover [Abstract] | |
| Amendment Flag | false |
| Entity Central Index Key | 0001551693 |
| Document Type | 8-K |
| Document Period End Date | Jun. 10, 2021 |
| Entity Registrant Name | SIENTRA, INC. |
| Entity Incorporation State Country Code | DE |
| Entity File Number | 001-36709 |
| Entity Tax Identification Number | 20-5551000 |
| Entity Address, Address Line One | 420 South Fairview Avenue |
| Entity Address, Address Line Two | Suite 200 |
| Entity Address, City or Town | Santa Barbara |
| Entity Address, State or Province | CA |
| Entity Address, Postal Zip Code | 93117 |
| City Area Code | (805) |
| Local Phone Number | 562-3500 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Security 12b Title | Common Stock, par value $0.01 per share |
| Trading Symbol | SIEN |
| Security Exchange Name | NASDAQ |
| Entity Emerging Growth Company | false |