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 11, 2021
ADAPTIVE BIOTECHNOLOGIES CORPORATION
(Exact name of Registrant as Specified in Its Charter)
Washington | 001-38957 | 27-0907024 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
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1551 Eastlake Avenue East, Suite 200, Seattle, Washington |
| 98102 |
(Address of Principal Executive Offices) |
| (Zip Code) |
Registrant’s Telephone Number, Including Area Code: (206) 659-0067
Not Applicable
(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, par value $0.0001 per share |
| ADPT |
| The Nasdaq Stock Market LLC |
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 11, 2021, Adaptive Biotechnologies Corporation (the “Company”) held its annual meeting of shareholders (the “Annual Meeting”). At the Annual Meeting, the Company’s shareholders voted on four proposals, as described below. Each of the proposals was described in detail in the Company’s definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 23, 2021. The vote totals noted below are final voting results from the Annual Meeting.
| 1. | The Company’s shareholders elected the following three Class II director nominees, each to hold office until the 2024 annual meeting of shareholders or until his or her successor is elected and qualified, by the vote set forth below: |
Nominee |
| Votes For |
| Votes Withheld |
| Broker Non-Votes |
Michelle Griffin |
| 95,779,979 |
| 12,600,796 |
| 14,450,327 |
Peter Neupert |
| 92,865,432 |
| 15,515,343 |
| 14,450,327 |
Leslie Trigg |
| 97,812,160 |
| 10,568,615 |
| 14,450,327 |
| 2. | The Company’s shareholders approved, on a non-binding advisory basis, the 2020 compensation of its named executive officers as described in the proxy statement based on the following results: |
Votes For |
| Votes Against |
| Abstentions |
| Broker Non-Votes |
100,345,226 |
| 7,888,977 |
| 146,572 |
| 14,450,327 |
| 3. | The Company’s shareholders approved, on a non-binding advisory basis, a frequency of one year for future advisory votes on named executive officers’ compensation. After considering these results, we will hold a non-binding advisory vote on executive compensation on an annual basis until the next advisory vote on the frequency of non-binding votes on executive compensation. |
One Year |
| Two Years |
| Three Years |
| Abstentions |
| Broker Non-Votes | |
107,470,826 |
| 18,789 |
| 870,697 |
| 20,461 |
| 14,450,327 | |
| 4. | The Company’s shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021 by the vote set forth below: |
Votes For |
| Votes Against |
| Abstentions |
122,794,811 |
| 21,326 |
| 14,964 |
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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| Adaptive Biotechnologies Corporation | |
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Date: June 14, 2021 |
| By: | /s/ Chad Cohen |
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| Chad Cohen |
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| Chief Financial Officer |