eq-8k_20200519.htm

 

 

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 19, 2020

 

 

Equillium, Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware

 

001-38692

 

 

82-1554746

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

 

(IRS Employer

Identification No.)

 

 

 

 

 

 

2223 Avenida de la Playa, Suite 105

La Jolla, CA

 

92037

(Address of principal executive offices)

 

(Zip Code)

Registrant’s telephone number, including area code: (858) 412-5302 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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 each exchange on which registered

Common Stock, par value $0.0001 per share

EQ

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 19, 2020, Equillium, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). As of April 1, 2020, the record date for the Annual Meeting, 17,683,965 shares of the Company’s common stock were outstanding and entitled to vote at the Annual Meeting.  The following is a brief description of each matter voted upon at the meeting and the number of votes cast for, withheld or against, the number of abstentions and the numbers of broker non-votes with respect to each matter, as applicable.

A total of 16,807,699 shares of the Company’s common stock were present at the Annual Meeting in person or by proxy, which represents approximately 95.04% of the shares of the Company’s common stock outstanding as of the record date for the Annual Meeting.

 

 

1.

To elect the following two Class II directors for a three-year term to expire at the 2023 annual meeting of stockholders and until their successors are duly elected and qualified:

 

 

 

 

 

 

 

 

Nominee

 

Shares Voted For

 

Voting Authority

Withheld

 

Broker Non-Votes

Charles McDermott

 

12,508,303

 

3,533,308

 

766,088

Bruce D. Steel

 

12,507,947

 

3,533,664

 

766,088

 

 

 

 

 

 

 

In accordance with the above results, each nominee was elected to serve as a director.

 

 

 

2.

To ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020:

 

 

 

 

 

 

 

 

Shares Voted For

 

Shares Voted Against

 

Abstain

 

Broker Non-Votes

16,780,476

 

123

 

27,100 

 

—  

In accordance with the above results, the selection of KPMG LLP was approved.



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.

 

 

 

 

 

 

 

 

 

 

 

 

Equillium, Inc.

 

 

 

 

Date: May 21, 2020

 

 

 

By:

/s/ Bruce D. Steel

 

 

 

 

 

Bruce D. Steel

 

 

 

 

 

President and Chief Executive Officer