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INOVIO PHARMACEUTICALS, INC.

Regulatory Filings May 14, 2018

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8-K 1 d553232d8k.htm FORM 8-K Form 8-K

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): May 11, 2018

Inovio Pharmaceuticals, Inc.

(Exact name of registrant as specified in its charter)

Delaware 001-14888 33-0969592
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

660 W. Germantown Pike, Suite 110

Plymouth Meeting, PA 19462

(Address of principal executive offices, including zip code)

(267) 440-4200

(Registrant’s telephone number, including area code)

N/A

(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))

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 May 11, 2018, Inovio Pharmaceuticals, Inc. (the “Company”) held its 2018 Annual Meeting of Stockholders (the “Annual Meeting”). At the Company’s Annual Meeting, the stockholders considered three proposals, each of which is described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 28, 2018. Set forth below are the results of the matters submitted for a vote of stockholders at the Annual Meeting.

Proposal 1 : The election of the following nominees as directors of the Company to serve until the Company’s 2019 Annual Meeting of Stockholders and until their successors are elected. The votes were cast as follows:

Name of Director Nominee — Avtar S. Dhillon 19,863,245 8,359,633 44,348,217
J. Joseph Kim 27,410,990 811,888 44,348,217
Simon X. Benito 26,677,359 1,545,519 44,348,217
Ángel Cabrera 26,801,438 1,421,440 44,348,217
Morton Collins 27,559,741 663,137 44,348,217
Adel A.F. Mahmoud 27,128,627 1,094,251 44,348,217
David B. Weiner 27,533,921 688,957 44,348,217
Wendy Yarno 26,670,083 1,552,795 44,348,217

Proposal 2 : The ratification of the appointment by the Audit Committee of the Board of Directors of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018. The votes were cast as follows:

For Against Abstain Broker Non-Votes
67,520,612 3,605,110 1,445,373 0

Proposal 3 : The approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers described in the Company’s definitive proxy statement with respect to the Annual Meeting. The votes were cast as follows:

For Against Abstain Broker Non-Votes
25,973,640 1,841,598 407,640 44,348,217

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.

/s/ Peter Kies
Peter Kies
Chief Financial Officer

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