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
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| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
On May 26, 2021, Marinus Pharmaceuticals, Inc. (the “Company”) held its 2021 Annual Meeting of Stockholders (the “Annual Meeting”). Of the 36,633,490 shares of common stock outstanding and entitled to vote at the Annual Meeting, 26,891,520 shares, or 73.4% were present, either by remote communication or represented by proxy, constituting a quorum. The following provides a summary of the votes cast for the proposals on which the Company’s stockholders voted at the Annual Meeting:
Proposal 1: Election of three Class I directors to the Company’s Board of Directors (our “Board”), each to serve until the Company’s 2024 Annual Meeting of Stockholders or until such person’s successor is duly elected and qualified.
The Company’s stockholders elected the following individuals to serve as Class I directors to serve until the Company’s 2024 Annual Meeting of Stockholders or until such person’s successor is duly elected and qualified, and the results of the vote were as follows:
| Director Nominee | Votes For | Withheld | Broker Non-Votes | |||||||||
| Charles Austin | 22,978,483 | 379,905 | 3,533,132 | |||||||||
| Michael R. Dougherty | 23,014,914 | 343,474 | 3,533,132 | |||||||||
| Elan Ezickson | 18,258,810 | 5,099,578 | 3.533,132 | |||||||||
Proposal 2: Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2021.
The Company’s stockholders approved Proposal 2. The results of the vote were as follows:
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 26,857,174 | 16,056 | 18,290 | - | |||||||||||
Proposal 3: Approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers as disclosed in the proxy statement for the Annual Meeting.
The Company’s stockholders approved Proposal 3. The results of the vote were as follows:
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 17,644,671 | 5,675,192 | 38,525 | 3,533,132 | |||||||||||
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.
| MARINUS PHARMACEUTICALS, INC. | |
| Date: May 27, 2021 | /s/ Martha E. Manning |
| Martha E. Manning, Esq. | |
| Vice President, General Counsel and Corporate Secretary |