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:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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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.
On August 11, 2022, Danimer Scientific, Inc. (the “Company”) held an Annual Meeting of Stockholders. Of the 101,114,861 shares of common stock outstanding and entitled to vote at the Meeting, 60,645,397 shares of common stock were present in person or by proxy and entitled to vote, representing approximately 59.98% of the Company’s shares of common stock entitled to vote at the Meeting.
At the Meeting, the Company’s stockholders: (i) approved the election of each of the following nine director nominees standing for election: Stephen E. Croskrey, John P. Amboian, Richard Hendrix, Philip Gregory Calhoun, Gregory Hunt, Dr. Isao Noda, Stuart W. Pratt, Cynthia Cohen, and Allison M. Leopold Tilley, (ii) approved an advisory resolution on executive compensation, (iii) approved, on an advisory basis, a three year frequency of future advisory votes on executive compensation, and (iv) ratified the appointment of KMPG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2022.
The voting results for each proposal are set forth below:
Proposal 1 – To elect nine members to serve on the Company’s Board of Directors (the “Board”) until the next Annual Meeting of Stockholders and until their successors are duly elected and qualified:
Name |
Votes For |
Votes Withheld |
Broker Non-Votes |
Stephen E. Croskrey |
29,840,375 |
425,294 |
30,379,728 |
John P. Amboian |
26,562,706 |
3,702,963 |
30,379,728 |
Richard Hendrix |
27,803,174 |
2,462,495 |
30,379,728 |
Philip Gregory Calhoun |
29,446,669 |
819,000 |
30,379,728 |
Gregory Hunt |
29,684,690 |
580,979 |
30,379,728 |
Dr. Isao Noda |
26,824,520 |
3,441,149 |
30,379,728 |
Stuart W. Pratt |
29,859,692 |
405,977 |
30,379,728 |
Cynthia Cohen |
29,884,302 |
381,367 |
30,379,728 |
Allison M. Leopold Tilley |
29,882,118 |
383,551 |
30,379,728 |
Proposal 2 – To approve an advisory resolution on executive compensation.
Votes For |
Votes Against |
Votes Abstained |
Broker Non-Votes |
20,696,824 |
9,280,277 |
288,568 |
30,379,728 |
Proposal 3 – To approve, on an advisory basis, the frequency of future advisory votes on executive compensation.
Every 1 Year |
Every 2 Years |
Every Three Years |
Votes Abstained |
Broker Non-Votes |
13,561,953 |
731,021 |
15,490,951 |
481,744 |
30,379,278 |
Proposal 4 – To ratify the appointment of KMPG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2022:
Votes For |
Votes Against |
Votes Abstained |
Broker Non-Votes |
59,321,196 |
1,233,845 |
90,356 |
0 |
In light of the vote with respect to Proposal 3 set forth above, the Company intends to include an advisory vote to approve the compensation paid to its named executive officers every three years until the next required advisory vote on the frequency of future advisory votes on executive compensation.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
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Exhibit |
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Description |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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 thereunto duly authorized.
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Danimer Scientific, Inc |
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Date: |
August 15, 2022 |
By: |
/s/ Michael A. Hajost |
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Michael A. Hajost |
Document And Entity Information |
Aug. 11, 2022 |
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| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Aug. 11, 2022 |
| Entity Registrant Name | DANIMER SCIENTIFIC, INC. |
| Entity Central Index Key | 0001779020 |
| Entity Emerging Growth Company | false |
| Entity File Number | 001-39280 |
| Entity Incorporation, State or Country Code | DE |
| Entity Tax Identification Number | 84-1924518 |
| Entity Address, Address Line One | 140 Industrial Boulevard |
| Entity Address, City or Town | Bainbridge |
| Entity Address, State or Province | GA |
| Entity Address, Postal Zip Code | 39817 |
| City Area Code | 229 |
| Local Phone Number | 243-7075 |
| 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, $0.0001 par value per share |
| Trading Symbol | DNMR |
| Security Exchange Name | NYSE |