UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
Current Report
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of the Securities Exchange Act of 1934
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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 May 23, 2024, Mereo BioPharma Group plc (the “Company”) held its 2024 Annual General Meeting of Shareholders (the “AGM”), and all resolutions were passed as proposed. Of the ordinary shares entitled to vote, there were 536,018,312 ordinary shares represented in person or by proxy at the AGM. The matters voted upon at the AGM, and the final results of such voting are set forth below. A “vote withheld” is not a vote in law and votes withheld had no effect on the proposals.
Resolution 1
That the Company’s annual report and accounts for the financial year ended December 31, 2023, together with the directors’ report and independent auditor’s report thereon, be received and adopted.
Vote for |
% of shares |
Votes against |
% of shares |
Votes withheld | ||||
385,701,282 |
99.66% | 1,331,370 | 0.34% | 148,985,660 |
Resolution 2
That PricewaterhouseCoopers LLP (“PwC”) be re-appointed as auditors to hold office from the conclusion of the AGM until the conclusion of the next AGM at which the Company’s annual report and accounts are presented.
Vote for |
% of shares |
Votes against |
% of shares |
Votes withheld | ||||
509,181,602 |
99.60% | 2,055,760 | 0.40% | 24,780,950 |
Resolution 3
That the Company’s Audit and Risk Committee be authorized to determine PwC’s remuneration.
Vote for |
% of shares |
Votes against |
% of shares |
Votes withheld | ||||
385,357,462 |
99.62% | 1,479,665 | 0.38% | 149,181,185 |
Resolution 4
That the directors’ remuneration report (excluding the directors’ remuneration policy), as set out in the Company’s annual report and accounts for the year ended December 31, 2023, be approved.
Vote for |
% of shares |
Votes against |
% of shares |
Votes withheld | ||||
381,491,064 |
98.63% | 5,311,308 | 1.37% | 149,215,940 |
Resolution 5
That Dr. Denise Scots-Knight be re-appointed as a director of the Company.
Vote for |
% of shares |
Votes against |
% of shares |
Votes withheld | ||||
352,838,812 |
91.13% | 34,353,240 | 8.87% | 148,826,260 |
Resolution 6
That Dr. Jeremy Bender be re-appointed as a director of the Company.
Vote for |
% of shares |
Votes against |
% of shares |
Votes withheld | ||||
267,145,282 |
92.46% | 21,798,725 | 7.54% | 247,074,305 |
Resolution 7
That Dr. Anders Ekblom be re-appointed as a director of the Company.
Vote for |
% of shares |
Votes against |
% of shares |
Votes withheld | ||||
364,380,437 |
94.12% | 22,745,895 | 5.88% | 148,891,980 |
Based on the foregoing votes, the shareholders re-elected each of Dr. Denise Scots-Knight, Dr. Jeremy Bender and Dr. Anders Ekblom, and approved Resolutions 1, 2, 3 and 4.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. |
Description of Exhibit | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
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, thereunto duly authorized.
Date: May 23, 2024
| MEREO BIOPHARMA GROUP PLC | ||
| By: | /s/ Charles Sermon | |
| Name: Charles Sermon | ||
| Title: General Counsel | ||
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