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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 8-K

 

 

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

July 28, 2022

Date of Report (Date of earliest event reported)

 

 

 

Aprea Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware 001-39069 84-2246769
(State or other jurisdiction
of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

     

535 Boylston Street

Boston, Massachusetts

(Address of principal executive offices)

 

02116

(Zip Code)

       

Registrant's telephone number, including area code: (617) 463-9385

 

(Former name or former address, if changed since last report): Not applicable 

 

 

 

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 $0.001 per share   APRE   NASDAQ Global Select 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 x

 

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. x

 

 

 

 

 

Item 5.07. Submission of Matters to a Vote of Security Holders.

 

At the 2022 annual meeting of stockholders (the “Annual Meeting”) of Aprea Therapeutics, Inc. (the “Company”) held on July 28, 2022, the proposals set forth below were submitted to the stockholders of the Company.

 

For more information about these proposals, please refer to the Company’s proxy statement filed with the Securities and Exchange Commission on June 10, 2022. The number of votes cast for, against, or withheld, as well as abstentions and broker non-votes, if applicable, in respect to each proposal is set forth below:

 

Proposal 1:The Company’s stockholders elected the following three directors to serve as Class III directors until the Company’s 2025 annual meeting of stockholders and until their successors are duly elected and qualified. The votes regarding the election of the directors were as follows:

 

Director  Votes For   Votes Withheld   Broker
Non-Votes
 
Class III Nominees            
   Oren Gilad, Ph.D.  8,230,950   712,403   4,549,748 
   John B. Henneman III  7,467,577   1,475,776   4,549,748 
   Christian S. Schade  8,062,343   881,010   4,549,748 

 

Proposal 2:The Company’s stockholders ratified the appointment of one recently appointed Class I director and two recently appointed Class II directors for the remainder of their respective terms and until their successors are duly elected and qualified. The votes regarding the ratification, on an advisory basis, of the appointment of recently appointed directors were as follows:

 

Director  Votes For   Votes Against   Abstentions  Broker
Non-Votes
Class I Director              
   Marc Duey  8,214,308   367,751   361,294  X
               
Class II Directors              
   Michael Grissinger  8,159,789   404,773   378,791  X
   Rifat Pamukcu, M.D.  8,177,710   377,940   387,703  X

 

Proposal 3:The Company’s stockholders approved the issuance, in accordance with Nasdaq Listing Rule 5635(a), of the Company’s common stock, upon conversion of the Company’s Series A Non-Voting Convertible Preferred Stock issued on May 16, 2022. The votes regarding this proposal were as follows:

 

    Votes For   Votes Against   Abstentions  Broker
Non-Votes
    7,834,449   999,916   108,988  X

 

Proposal 4:The Company’s stockholders did not approve amendments to the Company’s certificate of incorporation, to effect a reverse stock split at a ratio of 1-for-3 and 1-for-20, inclusive, with the exact ratio to be set within that range at the discretion of the Company’s Board of Directors before December 31, 2022. Approval of this proposal required the majority vote of all outstanding shares of common stock. The votes regarding this proposal were as follows:

 

    Votes For   Votes Against   Abstentions    
    11,248,289   2,180,239   64,573    

 

Proposal 5:The Company’s stockholders approved an amendment to the Company’s 2019 Equity Incentive Plan to increase the number of shares of the Company’s common stock authorized for issuance by 2,000,000 shares. The votes regarding this proposal were as follows:

 

    Votes For   Votes Against   Votes Abstaining  Broker
Non-Votes
    6,694,237   2,198,677   50,439  X

 

Proposal 6:The Company’s stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022. The votes regarding this ratification were as follows:

 

    Votes For   Votes Against   Abstentions    
    12,748,782   537,487   206,832    

 

 

 

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.

 

  Aprea Therapeutics, Inc.
   
Dated: August 2, 2022 By: /s/ Oren Gilad
  Name: Oren Gilad
  Title:   President and Chief Executive Officer