Form 8-K

0001193125-15-230566.txt : 20150622 0001193125-15-230566.hdr.sgml : 20150622 20150622171129 ACCESSION NUMBER: 0001193125-15-230566 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150617 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20150622 DATE AS OF CHANGE: 20150622 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Flexion Therapeutics Inc CENTRAL INDEX KEY: 0001419600 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-36287 FILM NUMBER: 15945374 BUSINESS ADDRESS: STREET 1: 10 MALL ROAD STREET 2: SUITE 301 CITY: BURLINGTON STATE: MA ZIP: 01803 BUSINESS PHONE: (781) 305-7777 MAIL ADDRESS: STREET 1: 10 MALL ROAD STREET 2: SUITE 301 CITY: BURLINGTON STATE: MA ZIP: 01803 8-K 1 d947190d8k.htm FORM 8-K Form 8-K

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 17, 2015

Flexion Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-36287

26-1388364

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

10 Mall Road, Suite 301

Burlington, Massachusetts

01803

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (781) 305-7777

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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))

Item 5.07

Submission of Matters to a Vote of Security Holders

The Company held its 2015 Annual Meeting of Stockholders on June 17, 2015. The stockholders (i) elected three directors to the Board to serve for three-year terms expiring in 2018, and (ii) ratified the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal year 2015. There were 21,461,419 outstanding shares eligible to vote as of April 21, 2015, the record date for the 2015 Annual Meeting.

The directors elected to the Board for terms expiring at the Annual Meeting in 2018, as well as the number of votes for, votes withheld and broker non-votes with respect to each of these individuals, are set forth below:


Director	Votes For		Votes Withheld		Broker Non-Votes
Michael D. Clayman		15,172,934		840,261		4,216,306
Sandesh Mahatme		15,952,467		60,728		4,216,306
C. Ann Merrifield		15,148,195		865,000		4,216,306

The proposal to ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal year 2015 received the following votes:


Votes For:			20,208,129
Votes Against:			20,359
Abstentions:			1,013

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.


	Flexion Therapeutics, Inc.
Dated: June 22, 2015
	By:	/s/ Michael D. Clayman, M.D.
		Michael D. Clayman, M.D.
		President and Chief Executive Officer