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) May 20, 2020

 

 

XOMA CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

000-14710   Delaware   52-2154066

(Commission

File Number)

 

(State or other jurisdiction

of incorporation)

 

(IRS Employer

Identification No.)

 
2200 Powell Street, Suite 310, Emeryville, California   94608
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code (510) 204-7200

(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))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, par value
$0.0075 per share
  XOMA   The Nasdaq Global 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 5.07

Submission of Matters to a Vote of Security Holders.

XOMA Corporation (the “Company”) held the Annual Meeting virtually via live webcast, pursuant to notice duly given. Only stockholders of record as of the close of business on March 25, 2020 were entitled to vote at the Annual Meeting. As of March 25, 2020, the record date for the Annual Meeting, 9,761,901 shares of common stock of the Company were outstanding and entitled to vote at the Annual Meeting, of which 5,486,636 shares of common stock of the Company were represented, in person or by proxy, constituting a quorum. The final results of the stockholder vote on each proposal brought before the Annual Meeting were as follows:

(a) Proposal 1. Each of the six (6) nominees for election to the Board was elected to serve for a one-year term based upon the following votes:

 

NAME

   VOTES
FOR
     VOTES
WITHHELD
     BROKER
NON-
VOTES
 

James R. Neal

     4,135,039        27,292        1,324,305  

W. Denman Van Ness

     3,602,633        559,698        1,324,305  

Joseph M. Limber

     4,139,369        22,962        1,324,305  

Jack L. Wyszomierski

     3,605,363        556,968        1,324,305  

Matthew D. Perry

     4,129,612        32,719        1,324,305  

Barbara Kosacz

     3,942,807        219,524        1,324,305  

(b) Proposal 2. The appointment of Deloitte & Touche LLP to act as the Company’s independent registered public accounting firm for the 2020 fiscal year was ratified based upon the following votes:

 

Votes for

     5,427,231  

Votes against

     52,916  

Abstentions

     6,489  

(c) Proposal 3. The advisory vote on the compensation of the Company’s named executive officers was approved based upon the following votes:

 

Votes for

     4,055,182  

Votes against

     94,679  

Abstentions

     12,470  

Broker non-votes

     1,324,305  


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.

 

   

XOMA CORPORATION

Date: May 22, 2020      

/s/ Thomas Burns

     

Thomas Burns

     

Senior Vice President, Finance and Chief Financial Officer

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