Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 4, 2020, Cara Therapeutics, Inc. (the "Company") held its Annual Meeting of Stockholders ("Annual Meeting"). At the Annual Meeting, the Company's stockholders voted on the four proposals set forth below. A more detailed description of each proposal is set forth in the Company's Proxy Statement filed with the Securities and Exchange Commission on April 22, 2020.

Proposal 1 - Election of Directors

Dr. Derek Chalmers and Mr. Martin Vogelbaum were each elected to serve as a director of the Company's Board of Directors until the 2023 Annual Meeting of Stockholders and until his successor is duly elected or until his earlier resignation or removal, by the following votes:





            Nominee                 Votes For        Votes Withheld       Broker Non-Votes
  Derek Chalmers, Ph.D., D.Sc.       26,860,226           320,733             12,405,182
  Martin Vogelbaum                   16,757,430         10,423,529            12,405,182



Proposal 2 - Approval, on a Non-Binding Advisory Basis, of the Compensation of the Company's Named Executive Officers

The stockholders approved, on a non-binding advisory basis, the compensation of the Company's named executive officers, by the following votes:





 Votes For        Votes Against       Abstentions       Broker Non-Votes
  26,434,667          480,766            265,526            12,405,182



Proposal 3 - Approval, on a Non-Binding Advisory Basis, of the Frequency of Future Non-Binding Advisory Votes to Approve the Compensation of the Company's Named Executive Officers

The stockholders approved, on a non-binding advisory basis, to hold future non-binding advisory votes to approve the compensation of the Company's named executive officers every year by the following votes:





   1 Year         2 Years       3 Years       Abstentions       Broker Non-Votes
  26,880,583       103,111       127,459          69,806            12,405,182



Proposal 4 - Ratification of the Selection of Independent Registered Public Accounting Firm

The stockholders ratified the selection of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2020, by the following votes:

Votes For Votes Against Votes Abstain


  39,324,718          204,726              56,697

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