SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 24, 2019
Akcea Therapeutics, Inc.
(Exact name of registrant as specified in its charter)
(State or other jurisdiction
|22 Boston Wharf Road
|(Address of principal executive offices)||(Zip Code)|
Registrants telephone number, including area code: (617) 207-0202
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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 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.
On April 24, 2019, Ionis Pharmaceuticals, Inc. (the Majority Stockholder), the holder of 70,221,338 shares of common stock representing approximately 76% of the Companys issued and outstanding stock entitled to vote on April 17, 2019 (the Record Date), adopted the following proposals via a written consent (the Written Consent). The Written Consent will not become effective until our Annual Meeting to be held on June 14, 2019, which date is at least twenty days from the date the Company makes available its Information Statement on Schedule 14C (the Information Statement) to the Companys stockholders holding issued and outstanding common stock as of the Record Date. The Company expects to file the Information Statement with the U.S. Securities and Exchange Commission on or about April 29, 2019.
Proposal 1: Election of Directors
The Majority Stockholder elected the nine persons listed below to serve until the Companys 2020 Annual Meeting of Stockholders or until his or her successor is elected and qualified, or until his or her earlier death, resignation or removal.
Christopher Gabrieli (Chairperson)
Edward M. Fitzgerald
Damien McDevitt, Ph.D.
Richard A. Moscicki, M.D.
B. Lynne Parshall, J.D.
Sandford D. Smith
Proposal 2: Ratification of the Selection of Independent Registered Public Accounting Firm
The Majority Stockholder ratified the selection by the Audit Committee of Ernst & Young LLP as the Companys independent registered public accounting firm for the fiscal year ending December 31, 2019.
As further described in the Information Statement, the Company expects to hold the 2019 Annual Meeting of its stockholders on Friday, June 14, 2019 at 2:00 p.m. Eastern Time via a live audio webcast.
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.
|AKCEA THERAPEUTICS, INC.|
|Date: April 26, 2019||By:|
|Chief Executive Officer|