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)
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | |||||||||
(Address of Principal Executive Offices) (Zip Code)
(650 ) 327-3270
Registrant's telephone number, including area code
(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 (see General Instruction A.2. below):
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
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.
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Item 5.07. Submission of Matters to a Vote of Security Holders
On May 27, 2020, we held our annual meeting of stockholders to consider and vote on proposals: 1) to elect seven directors to hold office until our 2021 annual meeting of stockholders and until their respective successors are elected and qualified, 2) to ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2020, and 3) to approve, by non-binding advisory vote, the compensation of our named executive officers.
A total of 114,601,708 shares of Corcept Therapeutics Incorporated common stock held by stockholders of record at the close of business on April 17, 2020 were entitled to vote at the annual meeting. The total number of shares voted at the annual meeting was 102,335,382. The voting on the three matters is set forth below:
Proposal 1 — Election of Directors. The following directors were elected to serve until our 2021 annual meeting of stockholders and until their respective successors are elected and qualified.
| Director | For | Withheld | Broker Non-Votes | ||||||||
| James N. Wilson | 75,262,397 | 7,739,657 | 19,333,328 | ||||||||
| Gregg Alton | 82,244,170 | 757,884 | 19,333,328 | ||||||||
| G. Leonard Baker, Jr. | 80,395,568 | 2,606,486 | 19,333,328 | ||||||||
| Joseph K. Belanoff, M.D. | 82,307,866 | 694,188 | 19,333,328 | ||||||||
| David L. Mahoney | 65,881,782 | 17,120,272 | 19,333,328 | ||||||||
| Kimberly Park | 82,787,147 | 214,907 | 19,333,328 | ||||||||
| Daniel N. Swisher, Jr. | 81,507,667 | 1,494,387 | 19,333,328 | ||||||||
Proposal 2 — To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2020.
| For | 98,806,154 | ||||
| Against | 3,483,197 | ||||
| Abstain | 46,031 | ||||
| Broker Non-Votes | N/A | ||||
Proposal 3 — To approve, by non-binding advisory vote, the compensation of our named executive officers.
| For | 76,887,975 | ||||
| Against | 5,808,900 | ||||
| Abstain | 305,179 | ||||
| Broker Non-Votes | 19,333,328 | ||||
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.
| CORCEPT THERAPEUTICS INCORPORATED | ||||||||||||||
| Date: | May 29, 2020 | By: | /s/ Charles Robb | |||||||||||
| Name: Charles Robb | ||||||||||||||
| Title: Chief Financial Officer and Secretary | ||||||||||||||