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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 6, 2023

 

 

AEGLEA BIOTHERAPEUTICS, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-37722   46-4312787

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

805 Las Cimas Parkway

Suite 100

Austin, TX

  78746
(Address of principal executive offices)   (Zip Code)

(512) 942-2935

(Registrant’s telephone number, including area code)

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 Act:

 

Title of each class

 

Trading

symbol(s)

 

Name of each exchange

on which registered

Common Stock, $0.0001 Par Value Per Share   AGLE  

The Nasdaq Stock Market LLC

(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 June 6, 2023, Aeglea BioTherapeutics, Inc. (the “Company”) held its 2023 Annual Meeting of Stockholders and the following proposals were presented and voted upon at the meeting. All proposals except Proposal No. 5 were approved as follows:

 

1.

Election of two Class I directors, Alison Lawton and Hunter C. Smith, M.B.A., each to serve a three-year term, which will expire at the 2026 Annual Meeting of Stockholders and until such time as their respective successors have been duly elected and qualified or until their earlier resignation or removal:

 

Nominees

  

Shares For

  

Shares
Withheld

  

Shares
Abstaining

  

Broker
Non-Votes

Alison Lawton

   26,794,716    11,708,080    —      12,654,756

Hunter C. Smith, M.B.A.

   33,786,894    4,715,902    —      12,654,756

 

2.

Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023:

 

Shares For

  

Shares
Against

  

Shares
Abstaining

46,862,837    4,147,212    147,503

 

3.

Approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers as disclosed in the proxy statement for the 2023 Annual Meeting of Stockholders:

 

Shares For

  

Shares
Against

  

Shares
Abstaining

  

Broker
Non-Votes

23,331,453    11,712,005    3,459,338    12,654,756

 

4.

Approval of an amendment to the Company’s restated certificate of incorporation to effect a reverse stock split of the Company’s common stock at a ratio ranging from 1-for-10 shares up to a ratio of 1-for-25 shares, which ratio will be selected by the Company’s board of directors:

 

Shares For

  

Shares
Against

  

Shares
Abstaining

44,109,674    5,501,688    1,546,190

 

5.

Approval of an amendment and restatement of the Company’s 2016 Equity Incentive Plan:

 

Shares For

  

Shares
Against

  

Shares
Abstaining

  

Broker
Non-Votes

19,133,057    19,349,704    20,035    12,654,756

 


SIGNATURE

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.

 

    AEGLEA BIOTHERAPEUTICS, INC.
Date: June 9, 2023     By:  

/s/ Jonathan Alspaugh

      Jonathan Alspaugh
      President and Chief Financial Officer