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 14, 2017

 

ACHAOGEN, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware

 

001-36323

 

68-0533693

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification Number)

 

1 Tower Place, Suite 300

South San Francisco, CA 94080

(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code: (650) 800-3636

  

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))

 

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 financing 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 14, 2017, the Company held its Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on two proposals, each of which is described in more detail in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 26, 2017. Only stockholders of record as of the close of business on April 17, 2017, the record date for the Annual Meeting, were entitled to vote at the Annual Meeting. As of the record date, 35,848,030 shares of the Company’s common stock were outstanding and entitled to vote at the Annual Meeting. The tabulation of the stockholder votes on each proposal brought before the Annual Meeting is as follows:

1.

The election of three directors to hold office until the 2020 annual meeting of stockholders or until their successors are elected:

 

Nominee

For

Withheld

John C. Doyle

26,042,728

1,857,683

Kent E. Lieginger, Pharm.D.

26,346,836

1,553,575

Bryan E. Roberts, Ph.D.

26,643,246

1,257,165

There were 6,019,248 broker non-votes for this proposal.

2.

The ratification of the selection, by the Audit Committee of the Company’s board of directors, of Ernst & Young LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2017:

 

For

 

Against

 

Abstain

33,902,478

 

 

5,676

 

 

11,505

As a routine proposal under applicable rules, no broker non-votes were recorded in connection with this proposal.

 

 

 

 


 

SIGNATURES

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.

 

 

 

ACHAOGEN, INC.

 

 

 

 

Date: June 15, 2017

 

By:

/s/ Tobin Schilke

 

 

 

Tobin Schilke

 

 

 

Chief Financial Officer