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): May 25, 2022  

INHIBRX, INC.

(Exact name of registrant as specified in its charter)  

Delaware	001-39452	82-4257312
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

11025 N. Torrey Pines Road, Suite 200

La Jolla, CA 92037

(Address of Principal Executive Offices and Zip Code)

Registrant’s telephone number, including area code: (858) 795-4220

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	INBX	The Nasdaq Global 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

The 2022 Annual Meeting of Stockholders (the “Annual Meeting”) of Inhibrx, Inc. (the “Company”) was held on May 25, 2022 at 12:00 p.m. Pacific Time online in a virtual format. Of the Company’s 39,026,469 shares of common stock issued and outstanding and eligible to vote as of the record date of March 28, 2022, a quorum of 36,005,321 shares, or approximately 92% of the eligible shares, was present virtually or represented by proxy. Each of the matters set forth below is described in detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 13, 2022. The following actions were taken at the Annual Meeting:

Proposal 1

Election of the following nominees as Class II Directors of the Company, to serve until the 2025 Annual Meeting and until their successors are duly elected and qualified.

	Votes For	Votes Withheld	Broker Non-Votes
Douglas G. Forsyth	18,612,366	10,953,127	6,439,828
Kimberly Manhard	20,144,636	9,420,857	6,439,828

Proposal 2

Ratification of the selection of BDO USA, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2022.

Votes For	Votes Against	Votes Abstained	Broker Non-Votes
35,872,422	—	132,899	—

Proposal 3

Selection of the frequency of future stockholder advisory votes to approve the compensation of the Company’s named executive officers.

1 Year	2 Years	3 Years	Abstain	Broker Non-Votes
29,559,505	815	3,548	1,625	6,439,828

The Company has determined an annual frequency of future stockholder advisory votes to approve the compensation of the Company’s named executive officers.

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.

Date: May 25, 2022
	INHIBRX, INC.
	By:	/s/ Leah Pollema
	Name:	Leah Pollema
	Title:	VP, General Counsel

XML

Cover	May 25, 2022
Cover [Abstract]
Document Type	8-K
Document Period End Date	May 25, 2022
Entity Registrant Name	INHIBRX, INC.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-39452
Entity Tax Identification Number	82-4257312
Entity Address, Address Line One	11025 N. Torrey Pines Road
Entity Address, Address Line Two	Suite 200
Entity Address, City or Town	La Jolla
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92037
City Area Code	858
Local Phone Number	795-4220
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	INBX
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Amendment Flag	false
Entity Central Index Key	0001739614