Harmony Biosciences : Submission of Matters to a Vote of Security Holders - Form 8-K
May 26, 2023 at 09:09 pm EDT
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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): May 25, 2023
HARMONY BIOSCIENCES HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Delaware
001-39450
82-2279923
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)
630 W. Germantown Pike, Suite 215
Plymouth Meeting, PA19462
(Address of principal executive offices) (Zip Code)
(484) 539-9800
(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:
Trading
Name of each exchange
Title of each class
Symbol(s)
on which registered
Common Stock, $0.00001 par value per share
HRMY
The 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 May 25, 2023, Harmony Biosciences Holdings, Inc. (the "Company") held its 2023 Annual Meeting of Stockholders (the "Annual Meeting"). At the Annual Meeting, stockholders voted on the following three proposals, each of which is described in detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 14, 2023.
Proposal 1. The election of the three Class II directors listed below to serve until the Company's 2026 annual meeting of stockholders and until their successors are duly elected and qualified.
Votes For
Withheld
Broker Non-Votes
Antonio Gracias
41,295,494
11,908,393
463,671
Jack Bech Nielsen
38,571,010
14,632,877
463,671
Andreas Wicki, Ph.D
37,229,122
15,974,765
463,671
Based on the votes set forth above, each of the director nominees was duly elected.
Proposal 2. The ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023.
Votes For
Votes Against
Abstain
53,633,333
25,629
8,596
Based on the votes set forth above, the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023 was duly ratified.
Proposal 3. The approval on a non-binding, advisory basis, of the compensation of the Company's named executive officers as described in our proxy materials.
Votes For
Votes Against
Abstain
Broker Non-Votes
51,543,958
1,252,960
406,969
463,671
Based on the votes set forth above, the compensation of the Company's named executive officers has been approved.
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 hereunto duly authorized.
Harmony Biosciences Holdings Inc. published this content on 26 May 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 May 2023 01:06:08 UTC.
Harmony Biosciences Holdings, Inc. is a commercial-stage pharmaceutical company. The Company is focused on developing and commercializing therapies for patients living with rare neurological diseases as well as patients living with other neurological diseases who have unmet medical needs. Its product, WAKIX (pitolisant), is a first-in-class molecule with a novel mechanism of action (MOA) designed to enhance histamine signaling in the brain by binding to H3 receptors. Its WAKIX is developed for the treatment of excessive daytime sleepiness (EDS) in adult patients with narcolepsy and treatment of cataplexy in adult patients with narcolepsy. Its narcolepsy treatment works primarily through histamine, a wake-promoting neurotransmitter. It also provides HBS-102, an investigational compound, which is a melanin-concentrating hormone (MCH) receptor 1 (MCHR1) antagonist that targets MCH neurons in the brain. It also develops ZYN002, a pharmaceutically manufactured synthetic cannabidiol.