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): June 18, 2018

 

 

ATHERSYS, INC.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Delaware   001-33876   20-4864095

(State or Other Jurisdiction

of Incorporation)

  (Commission File Number)   (IRS Employer
Identification No.)

3201 Carnegie Avenue,

Cleveland, Ohio

    44115-2634
(Address of Principal Executive Offices)     (Zip Code)

Registrant’s telephone number, including area code: (216) 431-9900

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 (see General Instruction A.2. below):

 

  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.

Athersys, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”) on June 18, 2018. Set forth below are the voting results for each of the matters submitted to a vote of the Company’s stockholders at the Annual Meeting.

Proposal One – Election of Directors.

All nominees for election to the Company’s Board of Directors named in the Company’s proxy statement filed with the Securities and Exchange Commission on April 26, 2018 were elected, each to a one-year term, with the following vote:

 

   

Shares Voted For

 

Shares Withheld

 

Broker Non-Votes

Gil Van Bokkelen   44,623,433   1,159,244   78,148,274
John J. Harrington   42,857,393   2,925,284   78,148,274
Lee E. Babiss   39,043,466   6,739,211   78,148,274
Ismail Kola   40,822,678   4,959,999   78,148,274
Lorin J. Randall   40,210,658   5,572,019   78,148,274
Jack L. Wyszomierski   40,807,175   4,975,502   78,148,274
Hardy TS Kagimoto   42,656,751   3,125,926   78,148,274

Proposal Two – Ratification of the Appointment of the Company’s Independent Auditors.

The Company’s stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018 with the following vote:

 

For

 

Against

 

Abstain

122,530,888   1,252,797   147,266

Proposal Three – Advisory Vote on Named Executive Officer Compensation.

The Company’s stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers with the following vote:

 

For

 

Against

 

Abstain

  

Broker Non-Votes

41,930,751   3,379,953   471,973    78,148,274


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.

 

ATHERSYS, INC.
By:     /s/ Laura K. Campbell
  Laura K. Campbell
  Senior Vice President of Finance

Date: June 20, 2018