false 0001636282 0001636282 2022-06-07 2022-06-07

 

 

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 7, 2022

 

 

AEGLEA BIOTHERAPEUTICS, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-37722   46-4312787

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

805 Las Cimas Parkway  
Suite 100  
Austin, TX   78746
(Address of principal executive offices)   (Zip Code)

(512) 942-2935

(Registrant’s telephone number, including area code)

N/A

(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, $0.0001 Par Value Per Share   AGLE   The Nasdaq Stock Market LLC
    (Nasdaq Global 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 7, 2022, Aeglea BioTherapeutics, Inc. (the “Company”) held its 2022 Annual Meeting of Stockholders and the following proposals were adopted:

 

  1.

Election of three Class III directors, V. Bryan Lawlis, Anthony G. Quinn and Armen Shanafelt, each to serve a three-year term, which will expire at the 2025 Annual Meeting of Stockholders and until such time as their respective successors have been duly elected and qualified or until their earlier resignation or removal:

 

Nominees

   Shares For    Shares
Withheld
   Shares
Abstaining
   Broker
Non-Votes

V. Bryan Lawlis, Ph.D.

   22,844,962    7,901,543    —      10,890,570

Anthony G. Quinn, M.B Ch.B, Ph.D.

   22,767,762    7,978,743    —      10,890,570

Armen Shanafelt, Ph.D.

   22,522,340    8,224,165    —      10,890,570

 

  2.

Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022:

 

Shares For

 

Shares Against

 

Shares Abstaining

41,620,796

  12,976   3,303

 

  3.

Approval of, on a non-binding advisory basis, the compensation of the Company’s named executive officers as disclosed in the proxy statement for the 2022 Annual Meeting of Stockholders:

 

Shares For

 

Shares Against

 

Shares Abstaining

29,874,119

  865,633   6,753

 

  4.

Approval of, on a non-binding advisory basis, the frequency of future votes on the compensation of the Company’s named executive officers:

 

Shares For

One Year

 

Shares For

Two Years

 

Shares For

Three Years

 

Shares Abstaining

30,192,952

  7,092   542,062   4,399

In accordance with the recommendation of the Company’s Board of Directors (“Board”), the Company’s stockholders approved, on an advisory basis, one-year as the frequency for holding future advisory votes to approve the compensation of the Company’s named executive officers. In light of such stockholder approval, the Board determined to hold an advisory vote on the compensation of the Company’s named executive officers on an annual basis until the next required vote on the frequency of holding an advisory vote to approve the compensation of the Company’s named executive officers.

 

2


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    AEGLEA BIOTHERAPEUTICS, INC.
Date: June 7, 2022     By:  

/s/ Jonathan Alspaugh

      Jonathan Alspaugh
      Chief Financial Officer