UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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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:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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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.
The annual meeting of stockholders of Crinetics Pharmaceuticals, Inc. (the “Company”) was held online via live audio webcast on June 16, 2023 (the “Annual Meeting”). At the Annual Meeting, there were present, virtually or by proxy, holders of 48,336,267 shares of common stock, or approximately 90% of the total outstanding shares eligible to be voted. The final voting results with respect to each proposal presented at the Annual Meeting are as follows:
Proposal One - Election of Directors
The Company’s stockholders approved the election of three Class II directors to the Board of Directors for three year terms to expire at the 2026 annual meeting of stockholders. The results of such vote were:
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Votes For |
Votes Withheld |
Broker Non-Votes |
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Caren Deardorf |
37,044,248 |
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9,243,546 |
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2,048,473 |
Weston Nichols, Ph.D. |
44,252,003 |
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2,035,791 |
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2,048,473 |
Stephanie S. Okey, M.S. |
36,802,418 |
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9,485,376 |
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2,048,473 |
Proposal Two - Ratification of Selection of Independent Registered Accounting Firm
The Company’s stockholders ratified the selection of BDO USA, LLP as the Company’s independent registered accounting firm for the fiscal year ending December 31, 2023. The results of such vote were:
Votes For |
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Votes Against |
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Abstentions |
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Broker Non-Votes |
48,326,036 |
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3,916 |
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6,315 |
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0 |
Proposal Three - Approval, on an advisory basis, of the compensation of the Company’s named executive officers
The Company’s stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers. The results of such vote were:
Votes For |
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Votes Against |
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Abstentions |
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Broker Non-Votes |
45,092,585 |
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1,192,212 |
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2,997 |
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2,048,473 |
Proposal Four - Approval, on an advisory basis, regarding whether the stockholder vote to approve the compensation of the Company's named executive officers should occur every one, two or three years.
The Company’s stockholders approved, on an advisory basis, that the compensation of the Company’s named executive officers should occur every one, two or three years. The results of such vote were:
Votes For 1 Yr. |
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Votes for 2 Yr. |
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Votes for 3 Yr. |
Abstentions |
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Broker Non-Votes |
41,312,125 |
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1,577 |
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403,696 |
4,570,396 |
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2,048,473 |
In light of this result, the Company has determined that it will hold future say on pay votes on an annual basis until the next advisory vote on the frequency of say on pay votes occurs.
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 thereunto duly authorized.
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Crinetics Pharmaceuticals, Inc. |
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Date: |
June 21, 2023 |
By: |
/s/ R. Scott Struthers, Ph.D. |
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R. Scott Struthers, Ph.D. |