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
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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:
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 Symbols |
| Name of each exchange |
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| The |
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 May 29, 2025, Elutia Inc. (the “Company”) held its annual meeting of stockholders. A total of 29,585,703 shares of the Company’s Class A common stock were present in person or represented by proxy at the meeting, representing approximately 80.9% of the Company’s Class A common stock outstanding as of the April 1, 2025 record date. The voting results for the proposals considered and voted upon at the meeting, each of which were described in the Company’s proxy statement, are as follows:
Proposal 1 – Election of two Class II directors to hold office until the Company’s annual meeting of stockholders to be held in 2028 and until their respective successors have been duly elected and qualified.
Votes FOR | Votes WITHHELD | Broker Non-Votes | |
Brigid A. Makes | 19,152,084 | 5,806,525 | 4,627,094 |
C. Randal Mills, Ph.D. | 21,801,664 | 3,156,945 | 4,627,094 |
Accordingly, the nominees for Class II directors were elected.
Proposal 2 – Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025.
Votes FOR | Votes AGAINST | Votes ABSTAINED | Broker Non-Votes |
29,581,065 | 4,458 | 180 | - |
Accordingly, the Company’s stockholders approved Proposal 2 set forth above.
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.
| ELUTIA INC. | |
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Date: June 4, 2025 | By: | /s/ Matthew Ferguson |
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| Matthew Ferguson |
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| Chief Financial Officer |
Document and Entity Information |
May 29, 2025 |
|---|---|
| Document and Entity Information [Abstract] | |
| Document Type | 8-K |
| Document Period End Date | May 29, 2025 |
| Entity File Number | 001-39577 |
| Entity Registrant Name | ELUTIA INC. |
| Entity Incorporation, State or Country Code | DE |
| Entity Tax Identification Number | 47-4790334 |
| Entity Address, Address Line One | 20 Firstfield Road |
| Entity Address, City or Town | Gaithersburg |
| Entity Address, State or Province | MD |
| Entity Address, Postal Zip Code | 20878 |
| City Area Code | 240 |
| Local Phone Number | 247-1170 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Class A Common Stock, $0.001 par value per share |
| Trading Symbol | ELUT |
| Security Exchange Name | NASDAQ |
| Entity Emerging Growth Company | true |
| Entity Ex Transition Period | false |
| Entity Central Index Key | 0001708527 |
| Amendment Flag | false |
Document Information |
May 29, 2025 |
|---|---|
| Document and Entity Information [Abstract] | |
| Document Type | 8-K |
| Amendment | false |
| CIK | 0001708527 |
| Registrant Name | ELUTIA INC. |
| Period End Date | May 29, 2025 |