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
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| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
Akebia Therapeutics, Inc. (the “Company”) held its Special Meeting of Stockholders on May 4, 2023 (the “Special Meeting”) to consider and vote upon the matters listed below. The following is a summary of the matters voted on at the Special Meeting.
1(a). The proposal to approve an amendment to the Company’s Ninth Amended and Restated Certificate of Incorporation, as amended, to effect a reverse stock split of the Company’s outstanding common stock, $0.00001 par value per share (the “Common Stock”), at a ratio of not less than 1-for-5 and not greater than 1-for-20, with the exact ratio to be set within that range at the discretion of the Company’s Board of Directors, at any time prior to the one-year anniversary of the date on which the reverse stock split is approved by the Company’s stockholders at the Special Meeting (“Proposal 1(a)”), was not approved as follows:
| Votes For: |
77,934,578 | |||
| Votes Against: |
57,085,942 | |||
| Abstentions: |
563,365 |
1(b). The proposal to, in connection with Proposal 1(a), decrease the number of authorized shares of the Company’s Common Stock on a basis proportional to the reverse stock split ratio (“Proposal 1(b)” and, together with Proposal 1(a), the “Reverse Stock Split Proposals”) was not approved as follows:
| Votes For: |
78,473,738 | |||
| Votes Against: |
54,949,341 | |||
| Abstentions: |
647,283 |
2. The proposal to approve an amendment to the Company’s Ninth Amended and Restated Certificate of Incorporation, as amended, to set the number of authorized shares of the Company’s Common Stock at a number determined by calculating the product of 350,000,000 multiplied by two times (2x) the reverse stock split ratio, subject to approval by the Company’s stockholders and the Company’s implementation of the Reverse Stock Split Proposals, was withdrawn because the Company’s stockholders did not approve Proposal 1(b).
3. The proposal to approve an adjournment of the Special Meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of either of the Reverse Stock Split Proposals (Proposal 1(a) or 1(b)) was approved as follows:
| Votes For: |
77,956,153 | |||
| Votes Against: |
56,291,429 | |||
| Abstentions: |
1,336,302 | |||
| Broker Non-Votes |
0 |
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 hereunto duly authorized.
| AKEBIA THERAPEUTICS, INC. | ||||||
| Date: May 8, 2023 | By: | /s/ John P. Butler | ||||
| Name: | John P. Butler | |||||
| Title: | President and Chief Executive Officer | |||||