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):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code
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 communication 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 Symbols(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 (§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. |
Codexis, Inc. (the “Company”) held its 2024 annual meeting of stockholders (the “Annual Meeting”) on June 11, 2024. The proposals presented at the Annual Meeting are described in more detail in the Company’s Definitive Proxy Statement on Schedule 14A for the Annual Meeting filed with the Securities and Exchange Commission on April 25, 2024. The vote results detailed below represent final results as certified by the Inspector of Elections.
Proposal 1. Election of Directors.
The Company’s stockholders elected Esther Martinborough and H. Stewart Parker for a three-year term expiring at the 2027 annual meeting of stockholders or until their respective successors are duly elected and qualified or their earlier resignation or removal. The voting results are as follows:
| Number of Votes | ||||||||||||
| Name of Nominee | For | Withheld | Broker Non-Votes | |||||||||
| Esther Martinborough |
49,420,795 | 549,085 | 10,933,724 | |||||||||
| H. Stewart Parker |
43,999,692 | 5,970,188 | 10,933,724 | |||||||||
Proposal 2. Ratification of Independent Registered Public Accounting Firm.
The Company’s stockholders ratified the selection by the Audit Committee of the Company’s board of directors of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024. The voting results are as follows:
| Number of Votes | ||||
| For | Against | Abstain | ||
| 60,720,539 | 86,389 | 96,676 | ||
Proposal 3. Non-binding, Advisory Vote on Executive Compensation.
The Company’s stockholders approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers. The voting results are as follows:
| Number of Votes | ||||||
| For | Against | Abstain | Broker Non-Votes | |||
| 47,194,745 | 2,628,567 | 146,568 | 10,933,724 | |||
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.
| CODEXIS, INC. | ||||||
| Date: June 13, 2024 |
By: | /s/ Sriram Ryali | ||||
| Sriram Ryali | ||||||
| Chief Financial Officer | ||||||
Document and Entity Information |
Jun. 11, 2024 |
|---|---|
| Cover [Abstract] | |
| Amendment Flag | false |
| Entity Central Index Key | 0001200375 |
| Document Type | 8-K |
| Document Period End Date | Jun. 11, 2024 |
| Entity Registrant Name | Codexis, Inc. |
| Entity Incorporation State Country Code | DE |
| Entity File Number | 001-34705 |
| Entity Tax Identification Number | 71-0872999 |
| Entity Address, Address Line One | 200 Penobscot Drive |
| Entity Address, City or Town | Redwood City |
| Entity Address, State or Province | CA |
| Entity Address, Postal Zip Code | 94063 |
| City Area Code | (650) |
| Local Phone Number | 421-8100 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Security 12b Title | Common Stock, par value $0.0001 per share |
| Trading Symbol | CDXS |
| Security Exchange Name | NASDAQ |
| Entity Emerging Growth Company | false |
-8?20$3;8T.P6BP^0"X99K>]9!:G