RUBIUS THERAPEUTICS, INC. : Change in Directors or Principal Officers, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits (form 8-K)

Item 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Director Resignation

On April 6, 2023, Pablo J. Cagnoni, M.D. notified Rubius Therapeutics, Inc. (the "Company") of his resignation as a member of the Company's board of directors (the "Board"), effective immediately. Dr. Cagnoni's resignation did not result from any disagreement with the Company on any matter relating to the Company's operations, policies or practices.

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

On April 6, 2023, at a special meeting of stockholders (the "Special Meeting") of the Company, the Company's stockholders approved the liquidation and dissolution of the Company and the Plan of Liquidation and Dissolution (the "Plan of Dissolution"), which authorizes the Board to liquidate and dissolve the Company in accordance with the Plan of Dissolution. The proposal is described in detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on March 9, 2023.

The number of shares of common stock entitled to vote at the Special Meeting was 90,482,951. The number of shares of common stock present or represented by proxy at the Special Meeting was 61,372,662.

Stockholders approved the proposal, with 60,495,500 votes cast for, 529,212 votes cast against and 347,950 votes abstained. There were 0 broker non-votes regarding the proposal.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.



Exhibit
No.                                        Description

104        Cover Page Interactive Data File (embedded within the Inline XBRL document).

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