UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Emerging growth company
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| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
On June 19, 2024, AN2 Therapeutics, Inc. (the “Company”) held its 2024 annual meeting of stockholders (the “Annual Meeting”). Present at the beginning of the Annual Meeting in person or via proxy were the holders of 23,360,239 shares of common stock of the Company, representing 78.31% of the 29,829,040 shares of common stock outstanding as of the close of business on April 23, 2024, the record date for the Annual Meeting, and constituting a quorum for the transaction of business.
At the Annual Meeting, the Company’s stockholders voted on three proposals, each of which is described in more detail in the Company’s definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 26, 2024. The following is a brief description of each matter voted upon and the certified results, including the number of votes cast for or against each matter and, if applicable, the number of votes withheld, abstentions and broker non-votes with respect to each matter.
| 1. | To elect the nominees Margaret FitzPatrick, Patricia Martin and Melvin Spigelman, M.D. as Class II directors until the Company’s 2027 annual meeting of stockholders or until their respective successors have been elected or appointed. The voting results were as follows: |
| Name | Votes For | Votes Withheld |
Broker Non-Votes |
|||||||||
| Margaret FitzPatrick |
17,722,866 | 1,994,466 | 3,642,907 | |||||||||
| Patricia Martin |
17,724,646 | 1,992,686 | 3,642,907 | |||||||||
| Melvin Spigelman, M.D. |
17,755,144 | 1,962,188 | 3,642,907 | |||||||||
| 2. | To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024. The voting results were as follows: |
| Votes For |
Votes Against |
Abstentions | ||
| 23,344,330 | 12,786 | 3,123 |
| 3. | To approve the amendment and restatement of the Company’s certificate of incorporation to provide for exculpation of officers to the extent permitted by the General Corporation Law of the State of Delaware. The voting results were as follows: |
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 18,416,318 | 1,292,459 | 8,834 | 3,642,628 |
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. |
Description | |
| 3.1 | Amended and Restated Certificate of Incorporation of AN2 Therapeutics, Inc. | |
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are 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 hereunto duly authorized.
| AN2 Therapeutics, Inc. | ||||||
| Date: June 24, 2024 | By: | /s/ Joshua Eizen | ||||
| Joshua Eizen | ||||||
| Chief Legal Officer | ||||||