Current Report Filing (8-k)
23 Giugno 2023 - 10:07PM
Edgar (US Regulatory)
false 0001845337 --12-31 0001845337 2023-06-22 2023-06-22
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 22, 2023)
DAY ONE BIOPHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
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| Delaware |
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001-40431 |
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83-2415215 |
(State or other jurisdiction
of incorporation) |
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(Commission
File Number) |
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(IRS Employer
Identification No.) |
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| 2000 Sierra Point Parkway, Suite 501 Brisbane, California |
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94005 |
| (Address of principal executive offices) |
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(Zip Code) |
Registrant’s telephone number, including area code: (650) 484-0899
N/A
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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:
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| Title of each class |
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Trading
Symbol(s) |
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Name of each exchange on which registered |
| Common Stock, par value $0.0001 per share |
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DAWN |
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Nasdaq Global Select 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 5.03. |
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
As noted below, on June 22, 2023, the stockholders of Day One Biopharmaceuticals, Inc. (the “Company”) approved an amendment to the Company’s Restated Certificate of Incorporation (the “Certificate of Amendment”) to permit the exculpation of officers as permitted pursuant to recent amendments to the Delaware General Corporation Law. On June 22, 2023, the Company filed the Certificate of Amendment with the Delaware Secretary of State to effect such amendment. A copy of the Certificate of Amendment is filed as Exhibit 3.1 to this Current Report on Form 8-K.
| Item 5.07. |
Submission of Matters to a Vote of Security Holders. |
On June 22, 2023, the Company held its 2023 Annual Meeting of Stockholders and the following proposals were adopted:
| 1. |
Election of two Class II Directors, Scott Garland and John Josey, Ph.D., M.B.A., each to serve a three-year term, which will expire at the 2026 Annual Meeting of Stockholders and until such time as their respective successors have been duly elected and qualified or until such director’s earlier resignation or removal. The vote tally was as follows: |
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| Nominees |
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Shares For |
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Shares Withheld |
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Broker Non-Votes |
| Scott Garland |
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63,229,607 |
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394,746 |
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2,758,766 |
| John Josey, Ph.D., M.B.A. |
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52,093,255 |
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11,531,098 |
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2,758,766 |
| 2. |
Ratification of appointment of Ernst & Young LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2023. The vote tally was as follows: |
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| Shares For |
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Shares Against |
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Shares Abstaining |
| 66,370,613 |
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12,503 |
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3 |
| 3. |
Approval of an amendment to the Company’s Restated Certificate of Incorporation to limit the liability of certain officers of the Company as permitted pursuant to recent amendments to the Delaware General Corporation Law. The vote tally was as follows: |
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| Shares For |
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Shares Against |
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Shares Abstaining |
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Broker Non-Votes |
| 56,885,240 |
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6,732,313 |
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6,800 |
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2,758,766 |
| Item 9.01. |
Financial Statements and Exhibits. |
(d) Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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DAY ONE BIOPHARMACEUTICALS, INC. |
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| Date: June 23, 2023 |
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By: |
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/s/ Charles N. York II, M.B.A. |
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Charles N. York II, M.B.A. |
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Chief Operating Officer and Chief Financial Officer |
Grafico Azioni Day One Biopharmaceuticals (NASDAQ:DAWN)
Storico
Da Mar 2025 a Apr 2025
Grafico Azioni Day One Biopharmaceuticals (NASDAQ:DAWN)
Storico
Da Apr 2024 a Apr 2025
