8-K
false000175523700017552372022-06-152022-06-15

 

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): June 15, 2022

 

 

 

 

 

 

CYCLERION THERAPEUTICS, INC.

(Exact name of registrant as specified in its charter)

 

 

 

 

 

 

Massachusetts

 

001-38787

 

83-1895370

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification Number)

 

245 First Street, 18th Floor

Cambridge, Massachusetts 02142

(Address of principal executive offices, including Zip Code)

 

Registrant’s telephone number, including area code: (857) 327-8778

 

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, no par value

 

CYCN

 

The Nasdaq Stock Market LLC

(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

 

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.

At Cyclerion Therapeutics, Inc.’s (the “Company”) annual meeting of stockholders held on June 14, 2022, as contemplated by the Company’s definitive proxy material for the meeting, certain matters were submitted to a vote of stockholders. The following tables summarizes the results of voting with respect to each matter:

1. Election of Directors:

 

 

 

For

 

Withheld

 

Broker Non-Votes

George Conrades

 

22,855,013

 

184,521

 

7,253,724

Errol De Souza, Ph.D.

 

22,420,192

 

619,342

 

7,253,724

Marsha Fanucci

 

22,728,776

 

310,758

 

7,253,724

Peter M. Hecht, Ph.D.

 

22,861,987

 

177,547

 

7,253,724

Ole Isacson, M.D., Ph.D.

 

22,965,559

 

73,975

 

7,253,724

Stephanie Lovell

 

22,971,405

 

68,129

 

7,253,724

Terrance McGuire

 

22,738,211

 

301,323

 

7,253,724

Michael Mendelsohn, M.D.

 

22,620,671

 

418,863

 

7,253,724

 

2. Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022:

 

For

 

Against

 

Abstain

30,226,143

 

53,476

 

13,639

 

2


 

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.

 

 

Cyclerion Therapeutics, Inc.

 

 

 

 

 

 

Dated: June 15, 2022

By:

/s/ Anjeza Gjino

 

 

Name:

Anjeza Gjino

 

 

Title:

Chief Financial Officer

 

3