8-K 1 d941094d8k.htm 8-K 8-K











Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): June 11, 2020



Fulcrum Therapeutics, Inc.

(Exact Name of Registrant as Specified in Charter)




Delaware   001-38978   47-4839948

(State or Other Jurisdiction

of Incorporation)



File Number)


(IRS Employer

Identification No.)

26 Landsdowne Street

Cambridge, Massachusetts

(Address of Principal Executive Offices)     (Zip Code)

Registrant’s telephone number, including area code: (617) 651-8851

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, par value $0.001 per share   FULC   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.

Fulcrum Therapeutics, Inc. (the “Company”) held its Annual Meeting of Stockholders on June 11, 2020. The following is a summary of the matters voted on at that meeting.



The Company’s stockholders elected Alan Ezekowitz and Mark Levin as Class I directors, each to serve for a three-year term expiring at the 2023 Annual Meeting of Stockholders. The results of the stockholders’ vote with respect to the election of such Class I directors were as follows:


     Votes For      Votes

Alan Ezekowitz

     15,190,149        1,554,679        2,061,022  

Mark Levin

     15,180,096        1,564,732        2,061,022  



The Company’s stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020. The results of the stockholders’ vote with respect to such ratification were as follows:


Votes For


Votes Against


Votes Abstaining


Broker Non-Votes

18,805,600   205   45   0




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.


Date: June 11, 2020     By:   /s/ Robert J. Gould

Name: Robert J. Gould

Title: President and Chief Executive Officer