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):
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(Exact name of registrant as specified in its charter)
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under any of the following provisions:
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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 June 20, 2023, Vaxxinity, Inc. (the “Company”) held its 2023 Annual Meeting of Stockholders (“Annual Meeting”). A total of
112,190,162 shares of the Company's Class A common stock and 13,874,132 shares of the Company’s Class B common stock were
entitled to vote as of April 21, 2023, the record date for the Annual Meeting, of which 88,471,449 shares of the Company’s Class A
common stock and 10,574,388 shares of the Company’s Class B common stock were represented in person or by proxy at the Annual
Meeting. With respect to the matters submitted to a vote of stockholders at the Annual Meeting, holders of Class A common stock and
Class B common stock voted together as a single class, and holders of the Company’s Class A common stock were entitled to one vote
per share and holders of the Company’s Class B common stock were entitled to ten votes per share.
At the Annual Meeting, the stockholders of the Company voted on the following proposals:
1.
the election of nine nominees, each to serve as a director of the Company until the 2024 Annual Meeting of Stockholders
and until his or her successor is duly elected and qualified;
2.
a proposal to ratify the appointment of Armanino LLP as the Company’s independent registered public accounting firm
for the fiscal year ending December 31, 2023.
The results of each of the above proposals are discussed further below.
Proposal 1 - Election of Directors
The votes cast for or withheld for each director nominee were as follows:
Director Nominee
For
Withheld
Broker Non-Votes
Louis Reese
182,476,994
3,528,143
8,210,192
Mei Mei Hu
182,504,222
3,500,915
8,210,192
Katherine Eade
185,974,457
30,680
8,210,192
Landon Ogilvie
185,969,408
35,729
8,210,192
James Smith
185,969,898
35,239
8,210,192
Gabriella Toledano
185,973,662
31,475
8,210,192
Peter Diamandis
182,446,233
3,558,904
8,210,192
George Hornig
185,964,701
40,436
8,210,192
Peter Powchik
185,956,552
48,585
8,210,192
Accordingly, all nominees listed above were elected to serve as a director of the Company until the 2024 Annual Meeting of
Stockholders and until his or her successor is duly elected and qualified.
Proposal 2 - Ratification of Appointment of Independent Registered Public Accounting Firm
The voting results with respect to the proposal to ratify the appointment of Armanino LLP to serve as the Company’s independent
registered public accounting firm for the fiscal year ending December 31, 2023 were as follows:
For
Against
Abstain
194,129,682
76,106
9,541
Accordingly, the Company’s stockholders ratified the appointment of Armanino LLP to serve as the Company’s independent
registered public accounting firm for the fiscal year ending December 31, 2023.
No other matters were submitted to a vote of stockholders at the Annual Meeting.
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.
VAXXINITY, INC.
Date:
June 22, 2023
By:
/s/ René Paula
Name: René Paula
Title: General Counsel and Secretary