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 26, 2024

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 26, 2024, Altimmune, Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders (the “2024 Annual Meeting”). As of August 12, 2024, the record date for the 2024 Annual Meeting, there were 71,070,951 shares of the Company’s common stock outstanding and entitled to vote at the 2024 Annual Meeting. A total of 43,676,304 shares of common stock were present or represented by proxy at the 2024 Annual Meeting, representing 61.5% 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., Chairman		21,231,279	660,730	21,784,295
Vipin K. Garg, Ph.D.		21,248,551	643,458	21,784,295
John M. Gill		21,124,044	767,965	21,784,295
Philip L. Hodges		17,824,841	4,067,168	21,784,295
Diane Jorkasky, M.D.		21,264,188	627,821	21,784,295
Wayne Pisano		15,375,257	6,516,752	21,784,295
Klaus O. Schafer, M.D., MPH		21,246,089	645,920	21,784,295
Catherine Sohn, Pharm D		20,914,390	977,619	21,784,295

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, 2024. The results were as follows:


For		Against		Abstain
43,204,496		315,411		156,397

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
13,663,909		7,992,177		235,923		21,784,295

Proposal No. 4: Vote to authorize the adjournment of the 2024 Annual Meeting to enable the Board of Directors to solicit additional proxies. The results were as follows:


For		Against		Abstain
26,771,350		16,249,120		655,834

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/ Andrew Shutterly
			Name: Andrew Shutterly
			Title: Acting Chief Financial Officer

Dated: September 26, 2024