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): June 12, 2018
Merrimack Pharmaceuticals, Inc.
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 001-35409 | 04-3210530 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| One Kendall Square, Suite B7201 Cambridge, MA |
02139 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (617) 441-1000
(Former Name or Former Address, if Changed Since Last Report)
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 (see General Instruction A.2. below):
| ☐ | 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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
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.
At the 2018 Annual Meeting of Stockholders of Merrimack Pharmaceuticals, Inc. (the “Company”) held on June 12, 2018, the Company’s stockholders voted as follows:
1. The stockholders elected the nominees listed below to the Company’s board of directors (the “Board”), each for a one year term ending at the Company’s 2019 annual meeting of stockholders.
| Nominees |
For | Withheld | Broker Non-Votes | |||||||||
| Richard Peters, M.D., Ph.D. |
4,840,427 | 195,864 | 5,725,119 | |||||||||
| Gary L. Crocker |
4,332,278 | 704,013 | 5,725,119 | |||||||||
| George D. Demetri, M.D. |
4,852,827 | 183,464 | 5,725,119 | |||||||||
| John M. Dineen |
1,608,308 | 3,427,983 | 5,725,119 | |||||||||
| Ulrik B. Nielsen, Ph.D. |
4,825,856 | 210,435 | 5,725,119 | |||||||||
| James H. Quigley |
4,847,294 | 188,997 | 5,725,119 | |||||||||
| Russell T. Ray |
4,842,786 | 193,505 | 5,725,119 | |||||||||
2. The stockholders approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers.
| For: |
4,601,407 | |||
| Against: |
318,117 | |||
| Abstain: |
116,767 | |||
| Broker Non-Votes: |
5,725,119 |
3. The stockholders ratified the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.
| For: |
10,524,477 | |||
| Against: |
95,079 | |||
| Abstain: |
141,854 |
4. The stockholders approved an amendment to the Company’s certificate of incorporation to increase the number of authorized shares of common stock from 20,000,000 to 30,000,000.
| For: |
8,605,143 | |||
| Against: |
1,946,186 | |||
| Abstain: |
210,081 |
SIGNATURE
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.
| MERRIMACK PHARMACEUTICALS, INC. | ||||||
| Date: June 15, 2018 | By: | /s/ Jeffrey A. Munsie | ||||
| Jeffrey A. Munsie | ||||||
| General Counsel | ||||||