Candel Therapeutics, Inc 8-K, filed Jun 28, 2024
Candel Therapeutics, Inc. (CADL)
About this 8-K
Candel Therapeutics, Inc filed this 8-K on June 28, 2024, reporting on events of June 26, 2024.
Items reported
- Item 5.07: Shareholder vote results
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of Registrant as Specified in Its Charter)
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
|
|
|
|
||
(Address of Principal Executive Offices) |
|
(Zip Code) |
Registrant’s Telephone Number, Including Area Code:
Not Applicable
(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 |
|
|
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.
Candel Therapeutics, Inc., a Delaware corporation (the “Company”), held its Annual Meeting of Stockholders (the “Annual Meeting”) on June 26, 2024. As of May 15, 2024, the record date for the Annual Meeting, there were 29,756,005 outstanding shares of the Company’s voting common stock. The Company’s stockholders voted on the following matters, which are described in detail in the Company’s Definitive Proxy Statement filed with the U.S. Securities and Exchange Commission on May 30, 2024: (i) to elect three directors, Nicoletta Loggia, Ph.D., R.Ph., Christopher Martell, and Diem Nguyen, Ph.D., M.B.A., as Class III directors of the Company to serve for a three-year term expiring at the Company’s 2027 annual meeting of stockholders and until their successor has been duly elected and qualified, subject to their earlier death, resignation or removal (“Proposal 1”) and (ii) to ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024 (“Proposal 2”).
The Company’s stockholders elected each of the Class III director nominees, Nicoletta Loggia, Ph.D., R.Ph., Christopher Martell, and Diem Nguyen, Ph.D., M.B.A., recommended for election at the Annual Meeting in Proposal 1. The votes cast at the Annual Meeting were as follows:
|
|
For |
|
|
Against |
|
|
Abstain |
|
Broker Non-Votes |
|
|||
Nicoletta Loggia, Ph.D., R.Ph. |
|
|
7,181,872 |
|
|
|
150,389 |
|
|
- |
|
|
7,427,258 |
|
Christopher Martell |
|
|
6,994,015 |
|
|
|
338,246 |
|
|
- |
|
|
7,427,258 |
|
Diem Nguyen, Ph.D., M.B.A. |
|
|
7,020,058 |
|
|
|
312,203 |
|
|
- |
|
|
7,427,258 |
|
The Company’s stockholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024, recommended for ratification in Proposal 2 at the Annual Meeting. The votes cast at the Annual Meeting were as follows:
For |
|
|
Against |
|
|
Abstain |
|
|||
|
14,617,652 |
|
|
|
98,945 |
|
|
|
42,922 |
|
No other matters were submitted to or voted on by the Company's stockholders at the Annual Meeting.
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.
|
|
Candel Therapeutics, Inc. |
|
|
|
|
|
Date: June 28, 2024 |
|
By: |
/s/ Paul Peter Tak |
|
|
|
Paul Peter Tak, M.D., Ph.D., FMedSci |
|
|
|
President and Chief Executive Officer |