UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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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 (§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 11, 2021, Biolase, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). The following are the results of the voting on the proposals submitted to stockholders at the Annual Meeting.
Proposal 1 – Stockholders elected each of the Company’s seven nominees for director, as set forth below:
| Nominee |
For | Against | Abstain | Broker Non-Votes | ||||||||||||
| Richard B. Lanman, M.D. |
40,441,145 | 3,054,078 | 2,535,346 | 30,119,914 | ||||||||||||
| Jonathan T. Lord, M.D. |
39,907,848 | 3,499,920 | 2,622,801 | 30,119,914 | ||||||||||||
| Garret Sato |
40,068,029 | 3,355,032 | 2,607,508 | 30,119,914 | ||||||||||||
| Elaine C. Wagner, M.D. |
40,808,062 | 3,303,595 | 1,918,912 | 30,119,914 | ||||||||||||
| John R. Beaver |
40,429,354 | 3,307,209 | 2,294,006 | 30,119,914 | ||||||||||||
| Jess Roper |
40,302,734 | 3,353,334 | 2,374,501 | 30,119,914 | ||||||||||||
| Michael C. DiTolla D.D.S. |
40,211,554 | 3,199,982 | 2,619,033 | 30,119,914 | ||||||||||||
Proposal 2 – Stockholders voted, on an advisory basis, to approve the compensation of the Company’s named executive officers, as set forth below:
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 36,449,027 |
7,197,174 | 2,384,368 | 30,119,914 |
Proposal 3 – Stockholders voted to approve an amendment to the BIOLASE, Inc. 2018 Long-Term Incentive Plan (the “2018 Plan”), to increase the number of shares available under the 2018 Plan by an additional 24,700,000 shares, as set forth below:
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 31,714,081 |
13,310,520 | 1,005,968 | 30,119,914 |
Proposal 4 – A majority of the outstanding Stockholders of the Company did not approve an amendment to the Company’s Certificate of Incorporation to effect a reverse stock split of Company common stock, as set forth below:
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 54,175,511 |
20,865,381 | 1,109,591 | — |
Proposal 5 – A majority of the outstanding Stockholders of the Company did not approve an amendment to the Company’s Certificate of Incorporation to increase the number of authorized shares of the Company’s common stock from 180 million shares to 235 million shares, as set forth below:
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 52,917,649 |
22,109,529 | 1,123,305 | — |
Proposal 6 – Stockholders ratified the appointment of BDO USA, LLC as the Company’s independent registered public accounting firm for the year ending December 31, 2021, as set forth below:
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 67,998,059 |
5,330,781 | 2,821,643 | — |
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.
| Dated: June 11, 2021 | BIOLASE, INC. | |||||
| By: | /s/ John R. Beaver | |||||
| Name: | John R. Beaver | |||||
| Title: | President and Chief Executive Officer | |||||
Document and Entity Information |
Jun. 11, 2021 |
|---|---|
| Cover [Abstract] | |
| Entity Registrant Name | BIOLASE, INC |
| Amendment Flag | false |
| Entity Central Index Key | 0000811240 |
| Document Type | 8-K |
| Document Period End Date | Jun. 11, 2021 |
| Entity Incorporation State Country Code | DE |
| Entity File Number | 001-36385 |
| Entity Tax Identification Number | 87-0442441 |
| Entity Address, Address Line One | 27042 Towne Centre Dr. |
| Entity Address, Address Line Two | Suite 270 |
| Entity Address, City or Town | Foothill Ranch |
| Entity Address, State or Province | CA |
| Entity Address, Postal Zip Code | 92610 |
| City Area Code | (949) |
| Local Phone Number | 361-1200 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Security 12b Title | Common Stock, par value $0.001 per share |
| Trading Symbol | BIOL |
| Security Exchange Name | NASDAQ |
| Entity Emerging Growth Company | false |
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