Document
false0001603756 0001603756 2020-06-24 2020-06-24


 
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 24, 2020
_________________________________________________________________
Axonics Modulation Technologies, Inc.
(Exact name of registrant as specified in its charter)
_________________________________________________________________
Delaware
 
001-38721
 
45-4744083
(State or other jurisdiction
of incorporation)
 
(Commission File Number)
 
(I.R.S. Employer
Identification No.)
26 Technology Drive
Irvine, California 92618
(Address of principal executive offices) (Zip Code)
(949) 396-6322
(Registrant’s telephone number, including area code)
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:
 
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 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.  
Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of class
Trading symbol
Name of exchange on which registered
Common stock, par value $0.0001 per share
AXNX
Nasdaq Global Select Market
 





Item 5.07.    Submission of Matters to a Vote of Security Holders.

Axonics Modulation Technologies, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”) on June 24, 2020. On April 28, 2020, the record date for determining stockholders entitled to vote at the Annual Meeting, there were 34,513,100 shares of the Company’s common stock, par value $0.0001 per share (“Common Stock”) outstanding. Holders of 26,932,111 shares of Common Stock (representing 78% of the shares of Common Stock outstanding on the Record Date) were present or represented by proxy at the Annual Meeting, constituting a quorum. During the Annual Meeting, the stockholders of the Company voted on two proposals described in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 29, 2020. The results for each matter voted on by the stockholders during the Annual Meeting were as follows:

Proposal 1: The stockholders of the Company elected Erik Amble, Ph.D., Juliet Tammenoms Bakker, Michael H. Carrel, Raymond W. Cohen, Jane E. Kiernan, Robert E. McNamara and Nancy Snyderman, M.D., FACS to the Board of Directors, each for a one-year term ending at the Annual Meeting of Stockholders to be held in 2021 and until their successor has been duly elected and qualified, or until their earlier death, resignation or removal. The results of the stockholders’ vote with respect to the election of the directors were as follows:


Nominee
 
Term Expiring
 
For
 
Against
 
Abstain
Erik Amble, Ph.D.
 
2021
 
18,199,717
 
212,793
 
4,881
Juliet Tammenoms Bakker
 
2021
 
15,135,205
 
3,276,116
 
6,070
Michael H. Carrel
 
2021
 
18,196,355
 
215,805
 
5,231
Raymond W. Cohen
 
2021
 
18,333,392
 
79,118
 
4,881
Jane E. Kiernan
 
2021
 
18,198,601
 
213,558
 
5,232
Robert E. McNamara
 
2021
 
15,180,885
 
3,231,302
 
5,204
Nancy Snyderman, M.D., FACS
 
2021
 
15,176,103
 
3,235,827
 
5,461

Broker Non-Votes: 8,514,720

Proposal 2: The stockholders of the Company ratified the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020. The results of the stockholders’ vote with respect to such ratification were as follows:

For
 
Against
 
Abstain
26,901,250
 
28,694
 
2,167

Item 9.01.    Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.
 
Description
104
 
Cover Page Interactive Date File - the cover page XBRL tags are embedded within the Inline XBRL document.






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.
 
 
 
 
 
 
 
AXONICS MODULATION TECHNOLOGIES, INC.
 
 
 
Dated: June 26, 2020
 
By:
 
/s/ Raymond W. Cohen
 
 
 
 
Raymond W. Cohen
 
 
 
 
Chief Executive Officer