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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, 2024

 

 

UNITY BIOTECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

 

 

Delaware

001-38470

26-4726035

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

285 East Grand Ave.

South San Francisco, CA 94080

(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code: (650) 416-1192

 

 

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:

 

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))

 

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.0001 per share

UBX

The Nasdaq Global Select Market

 

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

On June 21, 2024, Unity Biotechnology, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on four proposals, each of which is described in more detail in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 26, 2024. Only stockholders of record as of the close of business on April 23, 2024 (the “Record Date”) were entitled to vote at the Annual Meeting. As of the Record Date, 16,786,647 shares of the Company’s common stock were outstanding and entitled to vote at the Annual Meeting. The tabulation of the stockholder votes on each proposal brought before the Annual Meeting is as follows:

 

Proposal 1. The election of two Class III directors to hold office until the 2027 annual meeting of stockholders or until their respective successor is elected:

Nominee

Votes For

Votes Withheld

Broker Non-Votes

Keith R. Leonard Jr.

4,098,625

205,765

4,393,722

Margo R. Roberts

2,584,435

1,719,955

4,393,722

 

Proposal 2. The ratification of the appointment, by the audit committee of the board of directors of the Company, of Ernst & Young LLP, as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2024:

Votes For

Votes Against

Abstentions

8,328,064

202,493

167,555

As a routine proposal under applicable rules, no broker non-votes were recorded in connection with this proposal.

Proposal 3. The approval, on an advisory (non-binding) basis, of the compensation of the Company’s named executive officers (“say-on-pay vote”).

Votes For

Votes Against

Abstentions

Broker Non-Votes

3,225,683

999,007

79,700

4,393,722

Proposal 4. The approval, on an advisory (non-binding) basis, of the frequency of future advisory say-on-pay votes.

1 Year

2 Years

3 Years

Abstentions

Broker Non-Votes

4,084,227

55,931

41,399

122,833

4,393,722

 

 


 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

UNITY BIOTECHNOLOGY, INC.

 

 

 

Date: June 21, 2024

By:

/s/ Anirvan Ghosh

 

 

Anirvan Ghosh, Ph.D.

 

 

Chief Executive Officer