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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): May 18, 2021

 

Calyxt, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

 

 

 

 

Delaware

 

001-38161

 

27-1967997

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

2800 Mount Ridge Road

Roseville, MN 55113-1127

(Address and zip code of principal executive offices)

 

(651) 683-2807 

(Registrant’s telephone number, including area code)

 

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:

 

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 exchange on which registered

Common Stock, par value $0.0001 per share

 

CLXT

 

The 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 May 18, 2021, Calyxt, Inc. (the “Company”) held its 2021 Annual Meeting of Stockholders (the “Annual Meeting”). Of the 37,155,887 shares of the Company’s common stock outstanding and entitled to vote at the Annual Meeting on the March 23, 2021 record date, 34,426,588 shares, or approximately 92.65%, were present at the Annual Meeting either by attendance via live audio webcast or by proxy.

The following describes the matters considered by the Company’s stockholders at the Annual Meeting, as well as the results of the votes cast at the meeting:

 

1.To elect seven directors to our Board of Directors, each to serve until the next annual meeting of stockholders and until his or her successor has been elected and qualified, or until his or her earlier death, resignation, or removal.

Nominee

 

For

 

Withhold

 

Broker Non-Vote

Dr. Yves J. Ribeill

 

25,088,213

 

7,699,052

 

1,639,323

Mr. Laurent Arthaud

 

25,733,770

 

7,053,495

 

1,639,323

Mr. Philippe Dumont

 

25,395,876

 

7,391,389

 

1,639,323

Mr. Jonathan B. Fassberg

 

29,690,589

 

3,096,676

 

1,639,323

Ms. Anna Ewa Kozicz-Stankiewicz

 

29,671,387

 

3,115,878

 

1,639,323

Ms. Kimberly K. Nelson

 

29,713,880

 

3,073,385

 

1,639,323

Mr. Christopher J. Neugent

 

25,381,053

 

7,406,212

 

1,639,323

 

2.To ratify the appointment by the Audit Committee of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2021.

For

 

Against

 

Abstain

 

Broker Non-Vote

34,417,035

 

5,514

 

4,039

 

n/a

 

3.To approve the amendment to the Calyxt, Inc. 2017 Omnibus Incentive Plan.

For

 

Against

 

Abstain

 

Broker Non-Vote

24,696,515

 

8,077,015

 

13,735

 

1,639,323

 

As a result, each nominee was elected as a director of the Company, the appointment of Ernst & Young LLP was ratified, and the amendment to the Calyxt, Inc. 2017 Omnibus Incentive Plan was approved 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.

 

 

Dated: May 21, 2021 

 

CALYXT, INC.

 

 

 

 

By:  

/s/ Yves Ribeill

 

Name:

Yves Ribeill

 

Title:

Executive Chair

 

 

 

 

 

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