8-K - ALT - Equibles

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): September 29, 2022

ALTIMMUNE, INC.

(Exact name of registrant as specified in its charter)


Delaware	001-32587	20-2726770
(State or other jurisdiction<br><br>of incorporation)	(Commission<br><br>File Number)	(IRS Employer<br><br>Identification No.)

910 Clopper Road , Suite 201S<br><br>Gaithersburg , Maryland		20878
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number including area code: ( 240 ) 654-1450

(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	ALT	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 September 29, 2022, Altimmune, Inc. (the “Company”) held its 2022 Annual Meeting of Stockholders (the “2022 Annual Meeting”). As of August 12, 2022, the record date for the 2022 Annual Meeting, there were 49,024,358 shares of the Company’s common stock outstanding and entitled to vote at the 2022 Annual Meeting. A total of 36,609,662 shares of common stock were present or represented by proxy at the 2022 Annual Meeting, representing 74.68% of the issued and outstanding shares entitled to vote at the meeting, representing a quorum. The proposals voted upon and the final results of the vote were as follows:

Proposal No. 1: Election of Directors. The results were as follows:


	****			Broker
Director		For	Withhold	Non-Votes
Mitchel Sayare, Ph.D.		23,901,926	101,662	12,606,074
Vipin K. Garg, Ph.D.		23,896,828	106,760	12,606,074
David J. Drutz, M.D.		19,939,625	4,063,963	12,606,074
John M. Gill		19,940,007	4,063,581	12,606,074
Philip L. Hodges		23,903,614	99,974	12,606,074
Diane Jorkasky, M.D.		23,903,684	99,904	12,606,074
Wayne Pisano		19,705,074	4,298,514	12,606,074
Klaus O. Schafer, M.D., MPH		23,902,014	101,574	12,606,074

Proposal No. 2: Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2022. The results were as follows:


For		Against		Abstain
36,417,212		103,172		89,278

Proposal No. 3: Advisory vote on the Compensation of the Company’s named executive officers as disclosed in the Proxy Statement pursuant to the SEC’s compensation rules (referred to as the “say-on-pay” proposal). The results were as follows:


For		Against		Abstain		Broker Non-Votes
17,483,146		6,452,469		67,973		12,606,074

Proposal No. 4: Vote to authorize the adjournment of the 2022 Annual Meeting to enable the Board of Directors to solicit additional proxies. The results were as follows:


For		Against		Abstain
26,130,153		10,300,107		179,402

SIGNATURE

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.


	ALTIMMUNE, INC.

	By:		/s/ Richard Eisenstadt
			Name: Richard Eisenstadt
			Title: Chief Financial Officer

Dated: September 29, 2022