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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): June 24, 2021

 

Odonate Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware

001-38318

82-2493065

(State or other jurisdiction of

incorporation or organization)

(Commission File Number)

(I.R.S. Employer

Identification No.)

3 East 28th Street, 10th Floor

New York, New York 10016

(332) 206-0935

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

N/A

(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 Exchange Act:

 

Title of Each Class

Trading Symbol

Name of Each Exchange on Which Registered

Common Stock, $0.01 par value per share

ODT

Nasdaq Global Select 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 June 24, 2021, Odonate Therapeutics, Inc. (the “Company”) held its 2021 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on the following proposals, which are described in more detail in the Company’s Definitive Proxy Statement on Schedule 14A that was filed with the U.S. Securities and Exchange Commission on June 1, 2021 (the “Proxy Statement”):

 

1.

Election of the 5 director nominees named in the Proxy Statement to serve until the 2022 Annual Meeting of Stockholders and until their successors are duly elected and qualified;

 

2.

Ratification of the selection of Baker Tilly US, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2021; and

 

3.

Advisory approval of the Company’s executive compensation.

Only stockholders of record at the close of business on May 7, 2021 (the “Record Date”) were entitled to vote at the Annual Meeting. At the close of business on the Record Date, 38,507,109 shares of common stock were issued and outstanding, of which 31,092,157 shares of common stock were present at the Annual Meeting, either in attendance via the live webcast or represented by proxy.

Each of the proposals voted on at the Annual Meeting was approved by the Company’s stockholders. The final voting results with respect to each of the proposals are set forth below:

Proposal 1: Election of Directors

 

Name of Director Nominees

 

For

 

Against

 

Abstain

 

Broker Non-vote

Kevin Tang

 

26,398,235

 

129,457

 

27,150

 

4,537,315

Aaron Davis

 

24,272,017

 

2,256,774

 

26,051

 

4,537,315

Craig Johnson

 

25,752,318

 

776,268

 

26,256

 

4,537,315

Laura Johnson

 

26,424,455

 

104,376

 

26,011

 

4,537,315

Robert Rosen

 

26,329,095

 

199,748

 

25,999

 

4,537,315

Proposal 2: Ratification of Selection of Independent Registered Public Accounting Firm

 

For

 

Against

 

Abstain

31,034,528

 

15,564

 

42,065

Proposal 3: Advisory Approval of Executive Compensation

 

For

 

Against

 

Abstain

 

Broker Non-vote

26,389,172

 

127,023

 

38,647

 

4,537,315

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

 

Exhibit

No.

  

Description

 

 

 

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 


 

 

 

SIGNATURE

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.

 

 

Odonate Therapeutics, Inc.

 

 

 

 

Date: June 25, 2021

By:

 

/s/    Michael Hearne

 

 

 

Michael Hearne

 

 

 

Chief Financial Officer

 

 

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