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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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):
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(Exact name of registrant as specified in its charter)
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Not Applicable |
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(State or other jurisdiction of incorporation) |
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(Commission File Number) |
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(IRS Employer Identification Number) |
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(Address of registrant’s principal executive office) |
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(Zip code) |
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(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
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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:
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
Trading symbol(s) |
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 or Rule 12b-2 of the Securities Exchange Act of 1934.
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. ☐
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Item 5.07. Submission of Matters to a Vote of Security Holders.
AbCellera Biologics Inc. (the “Company”) held its Annual Meeting of Shareholders (the “Annual Meeting”) on June 15, 2022. As of April 18, 2022, the record date for the Annual Meeting, there were 284,525,930 common shares of the Company outstanding and entitled to vote at the Annual Meeting. The Company’s shareholders voted on the following matters, which are described in detail in the Company’s Definitive Proxy Statement filed with the U.S. Securities and Exchange Commission on April 28, 2022: (i) to elect Carl G. Hansen, Ph.D. and Michael Hayden, MBCHB (M.D.), Ph.D. as Class II directors of the Company to serve for a three-year term expiring at the Company’s annual meeting of shareholders in 2025 and until his or her successor has been elected and qualified (“Proposal 1”), (ii) to ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022 (“Proposal 2”), (iii) to approve on a non-binding advisory basis, the compensation of the Company’s named executive offices, or Say on Pay (“Proposal 3”), and (iv) to approve on a non-binding advisory basis, the frequency of future named executive officers compensation, or Say on Pay (“Proposal 4”).
Proposal 1
The Company’s shareholders approved the election of Carl G. Hansen, Ph.D. and Michael Hayden, MBCHB (M.D.), Ph.D. as Class II directors recommended for election in Proposal 1 at the Annual Meeting. The Company’s shareholders voted for the Class II directors as follows:
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Nominee |
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For |
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Against |
Abstain |
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Carl G. Hansen, Ph.D. |
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140,147,668 |
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32,239,190 |
10,541,868 |
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Michael Hayden, MBCHB (M.D.), Ph.D. |
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146,997,260 |
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25,287,077 |
10,644,389 |
The broker non-votes for this Proposal 1 totaled 30,199,750 common shares.
Proposal 2
The Company’s shareholders approved Proposal 2. The votes cast at the Annual Meeting were as follows:
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For |
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Against |
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Abstain |
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202,003,871 |
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389,099 |
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10,735,506 |
Proposal 3
The Company’s shareholders approved Proposal 3. The votes cast at the Annual Meeting were as follows:
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For |
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Against |
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Abstain |
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167,831,032 |
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4,401,522 |
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10,696,172 |
The broker non-votes for this Proposal 3 totaled 30,199,750 common shares.
Proposal 4
The Company’s shareholders approved a frequency of one year for Proposal 4. The votes cast at the Annual Meeting were as follows:
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1 Year |
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2 Years |
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3 Years |
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Abstain |
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171,748,356 |
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156,569 |
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186,626 |
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10,837,175 |
The broker non-votes for this Proposal 4 totaled 30,199,750 common shares.
No other matters were submitted to or voted on by the Company’s shareholders at the Annual Meeting.
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.
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Date: June 21, 2022 |
ABCELLERA BIOLOGICS INC. |
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By: |
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/s/ Carl L. G. Hansen |
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Carl L. G. Hansen, Ph.D. |
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Chief Executive Officer and Director (Principal Executive Officer) |
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Document and Entity Information |
Jun. 15, 2022 |
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| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Jun. 15, 2022 |
| Entity Registrant Name | ABCELLERA BIOLOGICS INC. |
| Entity Central Index Key | 0001703057 |
| Entity Incorporation, State or Country Code | A1 |
| Entity File Number | 001-39781 |
| Entity Tax Identification Number | 00-0000000 |
| Entity Address, Address Line One | 2215 Yukon Street |
| Entity Address, City or Town | Vancouver |
| Entity Address, State or Province | BC |
| Entity Address, Postal Zip Code | V5Y 0A1 |
| City Area Code | 604 |
| Local Phone Number | 559-9005 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Common shares |
| Trading Symbol | ABCL |
| Security Exchange Name | NASDAQ |
| Entity Emerging Growth Company | false |