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 19, 2014
RELYPSA, INC.
(Exact name of registrant as specified in its charter)
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| Delaware | | 001-36184 | | 26-0893742 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification Number) |
700 Saginaw Drive
Redwood City, CA 94063
(Address of principal executive offices, including Zip Code)
Registrant’s telephone number, including area code: (650) 421-9500
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:
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| ¨ | | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ¨ | | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ¨ | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ¨ | | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On June 19, 2014, Relypsa, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”) at the Company’s principal executive offices located at 700 Saginaw Drive, Redwood City, California 94063. Stockholders who owned the Company’s common stock at the close of business on April 22, 2014, the record date for the Annual Meeting, were entitled to vote at the Annual Meeting. As of the record date, 33,845,329 shares of the Company’s common stock were outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 30,066,718 shares of the Company’s common stock were voted in person or by proxy for the two proposals set forth below, each of which is described in the Company’s Definitive Proxy Statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 28, 2014.
Proposal No. 1 – Election of Directors
The Company’s stockholders elected the Class I director nominees below to the Company’s Board of Directors to hold office until the 2017 Annual Meeting of Stockholders or until their successors are elected.
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Class I Director Nominees | | Votes For | | Votes Withheld | | Broker Non-Votes |
| Kenneth J. Hillan, M.B., Ch.B. | | 28,932,969 | | 5,801 | | 1,127,948 |
| Daniel K. Spiegelman | | 28,932,670 | | 6,100 | | 1,127,948 |
Proposal No. 2 – Ratification of Selection of Independent Registered Accounting Firm
The Company’s stockholders ratified the selection of Ernst & Young LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2014.
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Votes For | | Votes Against | | Abstentions |
| 30,029,553 | | 35,266 | | 1,899 |
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.
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| Date: June 24, 2014 | | | | RELYPSA, INC. |
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| | | | By: | | /s/ Kristine M. Ball |
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| | | | | | Kristine M. Ball |
| | | | | | Chief Financial Officer and Senior Vice President |
