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
Date of Report (Date of Earliest Event Reported): May 15, 2014
Esperion Therapeutics, Inc.
(Exact name of registrant as specified in its charter)
Delaware |
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001-35986 |
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26-1870780 |
(State or other jurisdiction of |
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(Commission File Number) |
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(I.R.S. Employer |
3891 Ranchero Drive, Suite 150 Ann Arbor, MI |
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48108 |
(Address of principal executive offices) |
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(Zip Code) |
Registrants telephone number, including area code: (734) 887-3903
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.07. Submission of Matters to a Vote of Security Holders.
Esperion Therapeutics, Inc. (the Company) held its Annual Meeting of Stockholders (the Annual Meeting) on May 15, 2014. As of April 1, 2014, the record date for the Annual Meeting, there were 15,394,226 outstanding shares of the Companys common stock. The Companys stockholders voted on the following matters, which are described in detail in the Companys Definitive Proxy Statement filed with the U.S. Securities and Exchange Commission (SEC) on April 4, 2014: (i) to elect Daniel Janney, Tim M. Mayleben, and Mark E. McGovern, M.D. as Class I directors of the Company to each serve for a three-year term expiring at the Companys annual meeting of stockholders in 2017 and until their successors have been elected and qualified (Proposal 1), (ii) to ratify the Companys 2013 Stock Option and Incentive Plan (Proposal 2), and (iii) to ratify the appointment of Ernst & Young LLP as the Companys independent registered public accounting firm for the fiscal year ending December 31, 2014 (Proposal 3).
The Companys stockholders approved the Class I director nominees recommended for election in Proposal 1 at the Annual Meeting. The Companys stockholders voted for Class I directors as follows:
Class I Director Nominee |
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For |
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Against |
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Abstain |
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Broker Non-Votes |
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Daniel Janney |
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11,147,650 |
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251,392 |
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2,479 |
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2,727,627 |
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Tim M. Mayleben |
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11,392,337 |
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6,705 |
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2,479 |
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2,727,627 |
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Mark E. McGovern, M.D. |
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11,393,842 |
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5,200 |
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2,479 |
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2,727,627 |
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The Companys stockholders approved Proposal 2. The votes cast at the Annual Meeting were as follows:
For |
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Against |
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Abstain |
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Broker Non-Votes |
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9,589,682 |
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1,800,950 |
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10,889 |
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2,727,627 |
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The Companys stockholders approved Proposal 3. The votes cast at the Annual Meeting were as follows:
For |
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Against |
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Abstain |
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14,114,480 |
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3,300 |
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11,368 |
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No other matters were submitted to or voted on by the Companys 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.
Date: May 19, 2014 |
Esperion Therapeutics, Inc. | |
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By: |
/s/ Tim M. Mayleben |
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Tim M. Mayleben |
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President and Chief Executive Officer |