Argenx SE (ARGX) 6-K, filed May 12, 2020

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF1934

For the Month of May 2020

Commission File Number: 001-38097

ARGENX SE

(Translation of registrant’s name into English)

Willemstraat 54811 AH, Breda, the Netherlands

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F x Form 40-F o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

EXPLANATORY NOTE

On May 12, 2020, argenx SE (the “Company”) issued a press release and the voting results from its Annual General Meeting of Shareholders held on May 12, 2020, copies of which are attached hereto as Exhibits 99.1 and 99.2, respectively, and are incorporated by reference herein.

The information contained in this Current Report on Form 6-K,including the exhibits hereto, is incorporated by reference into the Company’s Registration Statements on Forms F-3 (File No. 333-225370) and S-8 (File No. 333-225375).

Exhibit	Description
99.1	Press Release dated May 12, 2020
99.2	Voting Results from the Annual General Meeting of Shareholders held on May 12, 2020

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, thereunto duly authorized.

	ARGENX SE
Date: May 12, 2020	By:	/s/ Dirk Beeusaert
		Dirk Beeusaert
		General Counsel

Exhibit 99.1

argenx announces results ofAnnual General Meeting of Shareholders

May 12, 2020

Breda, the Netherlands / Ghent, Belgium– argenx (Euronext & Nasdaq: ARGX), a clinical-stage biotechnology company developing a deep pipeline of differentiated antibody-based therapies for the treatment of severe autoimmune diseases and cancer, today announced that the proposed resolutions presented at our Annual General Meeting of Shareholders were duly passed at the meeting, which was held today at 10:00 a.m. CET.

As part of the approved resolutions:

·	Pamela Klein has been re-appointed as a non-executive director to the board of directors;
·	the board of directors has been authorized to issue additional shares up to a maximum of 10% of<br>the share capital of the company for a period of 18 months from the Annual General Meeting and up to another 10% of the share capital<br>of the company for a period ending on 31 December 2020; and
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·	the board of directors has been authorized to grant options (rights to subscribe for shares) up<br>to a maximum of 4% of the outstanding share capital.
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The Annual General Meeting has furthermore approved the 2019 remuneration report, although the vote on the new remuneration policy, updated in order to align with the Dutch Civil Code of December 2019, did not reach the 75% majority required for approval (70% in favour). The current remuneration policy will therefore remain in effect until the next general meeting.

The results of the votes will be posted shortly on our website.

All documents relating to the shareholders’ meeting can be consulted on our website: www.argenx.com

About argenx

argenx is a global immunology company developing antibody-based medicines for patients suffering from severe autoimmune diseases and cancer. By translating immunology breakthroughs into innovative drug candidates, argenx is building a world-class portfolio of first-in-class antibodies in both early and late clinical-stages of development. argenx is evaluating efgartigimod in multiple serious autoimmune indications and cusatuzumab in hematological malignancies in collaboration with Janssen, along with advancing earlier stage assets within its therapeutic franchises.

www.argenx.com

For further information, please contact:

Beth DelGiacco, Vice President, Investor Relations

+1 518 424 4980

bdelgiacco@argenx.com

Joke Comijn, Director Corporate Communications & Investor Relations (EU)

+32 (0)477 77 29 44

+32 (0)9 310 34 19

icomijn@argenx.com

Forward-looking Statements

The contents of this announcement includestatements that are, or may be deemed to be, “forward-looking statements.” These forward-looking statements can beidentified by the use of forward-looking terminology, including the terms “believes,” “estimates,” “anticipates,” “expects,” “intends,” “may,” “will,” or “should” and include statementsargenx makes concerning its annual meeting and related plans and the intended results of its strategy. By their nature, forward-lookingstatements involve risks and uncertainties and readers are cautioned that any such forward-looking statements are not guaranteesof future performance. argenx’s actual results may differ materially from those predicted by the forward-looking statementsas a result of various important factors, including argenx’s expectations regarding its the inherent uncertainties associatedwith competitive developments, preclinical and clinical trial and product development activities and regulatory approval requirements;argenx’s reliance on collaborations with third parties; estimating the commercial potential of argenx’s product candidates;argenx’s ability to obtain and maintain protection of intellectual property for its technologies and drugs; argenx’slimited operating history; and argenx’s ability to obtain additional funding for operations and to complete the developmentand commercialization of its product candidates. A further list and description of these risks, uncertainties and other risks canbe found in argenx’s U.S. Securities and Exchange Commission (SEC) filings and reports, including in argenx’s mostrecent annual report on Form 20-F filed with the SEC as well as subsequent filings and reports filed by argenx with the SEC. Giventhese uncertainties, the reader is advised not to place any undue reliance on such forward-looking statements. These forward-lookingstatements speak only as of the date of publication of this document. argenx undertakes no obligation to publicly update or revisethe information in this press release, including any forward-looking statements, except as may be required by law.

Exhibit 99.2

Annualgeneral meeting of argenx SE 12 May 2020 – Voting results

Total number of outstanding shares at the record date.	42,791,076
Total shares present or represented at the AGM.	20,424,341
Percentage represented share capital at AGM.	47.73%
Total valid votes at AGM.	20,424,341
Agenda Item	Resolution
---	---	---
3	Adoption of the new remuneration policy.
	Total shares	20,424,341
	Represented share capital	47.73%
	Votes for	14,276,097
	Votes against	6,142,269
	Abstained	5,975
4	Advisory vote to approve the 2019 remuneration report.	****
	Total shares	20,424,341
	Represented share capital	47.73%
	Votes for	14,320,087
	Votes against	6,098,377
	Abstained	5,877
5b	Adoption of the 2019 annual accounts.
	Total shares	20,424,341
	Represented share capital	47.73%
	Votes for	20,262,695
	Votes against	155,801
	Abstained	5,845

Annualgeneral meeting of argenx SE 12 May 2020 – Voting results

5d	Allocation of losses of argenx SE in the financial year 2019 to the retained earnings of argenx SE.
Total shares	20,424,341
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Represented share capital	47.73%
Votes for	20,290,573
Votes against	127,923
Abstained	5,845
5e	Proposal to release the members of the board of directors from liability for their respective duties carried out in the financialyear 2019.
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Total shares	20,424,341
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Represented share capital	47.73%
Votes for	18,399,553
Votes against	1,813,159
Abstained	211,629
6	Re-appointment of Pamela Klein as non-executive director to the board of directors of argenx SE.
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Total shares	20,424,341
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Represented share capital	47.73%
Votes for	20,264,148
Votes against	128,167
Abstained	32,026

Annualgeneral meeting of argenx SE 12 May 2020 – Voting results

7	Authorization of the board of directors to grant rights to subscribe for shares in the capital of argenx SE up to a maximum of 4% of the outstanding capital at the date of the general meeting, pursuant to, and within the limits of, the argenx option plan, for a period of 18 months from the annual general meeting and to limit or exclude statutory pre-emptive rights, if any.
Total shares	20,424,341
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Represented share capital	47.73%
Votes for	14,411,634
Votes against	6,006,659
Abstained	6,048
8	Authorization of the board of directors to issue shares and grant rights to subscribe for shares in the share capital of argenx SE up to a maximum of 10% of the outstanding capital at the date of the general meeting, for a period of 18 months from the annual general meeting and to limit or exclude statutory pre-emptive rights, if any.
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Total shares	20,424,341
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Represented share capital	47.73%
Votes for	19,812,498
Votes against	605,805
Abstained	6,038
9	Authorization of the board of directors to issue additional shares in the share capital of argenx SE up to a maximum of 10% of the outstanding share capital at the date of the general meeting (in addition to the authorizations under 7 and 8), for a period starting on the date of this general meeting and ending on 31 December 2020, for the purpose of a possible public offering of such shares and to limit or exclude statutory pre-emptive rights, if any.
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Total shares	20,424,341
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Represented share capital	47.73%
Votes for	16,383,639
Votes against	4,034,664
Abstained	6,038

Annualgeneral meeting of argenx SE 12 May 2020 – Voting results

10	Appointment of Deloitte Accountants B.V. as statutory auditor for the 2020 financial year.
Total shares	20,424,341
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Represented share capital	47.73%
Votes for	20,418,406
Votes against	102
Abstained	5,833

Argenx SE 6-K, filed May 12, 2020

About this 6-K