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 3, 2019

 

 

KODIAK SCIENCES INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Delaware   001-38682   27-0476525

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

2631 Hanover Street

Palo Alto, CA

  94304
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (650) 281-0850

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 Instructions 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 $0.0001   KOD   The Nasdaq Stock Market LLC

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 3, 2019, Kodiak Sciences Inc. (the “Company”) held its 2019 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, proxies representing 24,287,899 shares of the Company’s common stock, or approximately 65.8% of the total shares entitled to vote, were present and voted on the following proposals, which are described in more detail in the Company’s definitive proxy statement filed with the United States Securities and Exchange Commission (the “SEC”) on April 24, 2019:

Proposal One - Election of Class  I Directors. The following nominees were each elected as a Class I director to serve until the 2022 annual meeting of stockholders or until his successor is duly elected and qualified.

 

Nominee

  

For

  

Withheld

  

Broker Non-Votes

Richard S. Levy, M.D.

   20,040,762    3,142,627    1,104,510

Robert A. Profusek

   19,868,536    3,314,853    1,104,510

Proposal Two - Ratification of the Appointment of Independent Registered Public Accounting Firm . The appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2019 was ratified.

 

For

  

Against

  

Abstain

  

Broker Non-Votes

24,287,806

   93    —    —

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.

 

      KODIAK SCIENCES INC.
Date: June 5, 2019     By:     /s/ Victor Perlroth
      Victor Perlroth, M.D.
      Chief Executive Officer
Kodiak Sciences (NASDAQ:KOD)
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