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 21, 2023
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area
code: (650 ) 391-9740
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:
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Written communications pursuant to
Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule
14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange on which registered
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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.
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The proposals set forth below were submitted to the stockholders at the Annual Meeting of Stockholders (the “Annual Meeting”) of BridgeBio Pharma, Inc. (the “Company”)
held on June 21, 2023, with each such proposal described in the Company’s definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on April 28, 2023.
The number of shares of common stock entitled to vote at the Annual Meeting was 160,500,999. The number of shares of common stock present or represented by valid proxy at
the Annual Meeting was 148,838,149. The number of votes cast for and against and the number of abstentions and broker non-votes with respect to each proposal voted upon are set forth below.
Proposal 1 - Election of Directors.
The Company’s stockholders elected the four (4) director nominees below to the Company’s Board of Directors as Class I directors to hold office until the 2026 Annual
Meeting of Stockholders of the Company or until their successors are duly elected and qualified.
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Director Nominee
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Votes For
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Votes Withheld
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James C. Momtazee
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126,983,947
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6,964,797
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Frank McCormick, Ph.D.
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126,128,725
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7,820,019
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Randal W. Scott, Ph.D.
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131,253,639
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2,695,105
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Hannah A. Valantine, M.D.
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107,393,329
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26,555,415
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There were 14,889,405 broker non-votes regarding this proposal.
Proposal 2 - Non-binding Advisory Vote on Compensation of Named Executive Officers.
The Company’s stockholders approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers.
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Votes For
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Votes Against
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Abstentions
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104,001,511
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29,901,611
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45,622
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There were 14,889,405 broker non-votes regarding this proposal.
Proposal 3 - Ratification of Appointment of Independent Registered Accounting Firm.
The Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for the fiscal year
ending December 31, 2023.
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Votes For
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Votes Against
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Abstentions
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148,795,806
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21,960
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20,383
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There were zero broker non-votes regarding this proposal.
| Item 9.01. |
Financial Statements and Exhibits.
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(d) Exhibits.
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Exhibit
No.
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Description
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document)
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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.
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BRIDGEBIO PHARMA, INC.
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Date: June 22, 2023
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By:
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/s/ Brian C. Stephenson
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Name: Brian C. Stephenson
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Title: Chief Financial Officer
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