UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
The Annual Meeting of Stockholders of Cortexyme, Inc. (the “Company”) was held online via live audio webcast on June 16, 2021 (the “Annual Meeting”). At the Annual Meeting, there were present, in person virtually or by proxy, holders of 26,743,034 shares of common stock, or approximately 90.4% of the total outstanding shares eligible to be voted. The final voting results with respect to each proposal presented at the Annual Meeting is set forth below:
Proposal One - Election of Directors
The Company’s stockholders approved the election of two Class II directors to the Company’s Board of Directors (the “Board”) for three year terms or until their respective successors are elected and qualified or until their earlier resignation or removal. The results of such vote were:
| Nominee |
Votes For |
Votes Withheld |
Broker Non-Votes | |||
| Stephen S. Dominy, M.D. |
22,124,162 | 654,101 | 3,964,771 | |||
| David A. Lamond |
22,414,027 | 364,236 | 3,964,771 |
Proposal Two - Ratification of Appointment of Independent Registered Accounting Firm
The Company’s stockholders ratified the appointment of BDO USA, LLP as the Company’s independent registered accounting firm for the fiscal year ending December 31, 2021. The results of such vote were:
| Votes For |
Votes Against |
Abstentions | ||
| 26,737,157 |
1,763 | 4,114 |
Proposal Three - Approval, on an advisory basis, of the compensation of the Company’s named executive officers
The Company’s stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers. The results of such vote were:
| Votes For |
Votes Against |
Abstentions | ||
| 14,994,212 |
7,779,512 | 4,539 |
Proposal Four - Indication, on an advisory basis, of the preferred frequency of stockholder advisory votes on the compensation of the Company’s named executive officers
The Company’s stockholders indicated, on an advisory basis, a preferred frequency of one year for future stockholder advisory votes on the compensation of the Company’s named executive officers. The results of such vote were:
| 1 Year |
2 Years |
3 Years |
Abstentions | |||
| 22,759,556 |
9,832 | 7,350 | 1,525 |
Based on these results and consistent with the Company’s recommendation, the Board has determined that the Company will conduct future advisory votes regarding the compensation of its named executive officers every year. This policy will remain in effect until the next stockholder vote on the frequency of advisory votes on the compensation of named executive officers, which is expected to be held at the Company’s 2027 Annual Meeting of Stockholders.
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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.
| CORTEXYME, INC. | ||||||
| By: | /s/ Caryn G. McDowell | |||||
| Date: June 17, 2021 | Title: | Chief Legal and Administrative Officer and Corporate Secretary | ||||
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