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    Coherus Oncology Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders

    6/13/25 4:07:56 PM ET
    $CHRS
    Biotechnology: Biological Products (No Diagnostic Substances)
    Health Care
    Get the next $CHRS alert in real time by email
    false 0001512762 0001512762 2025-06-11 2025-06-11 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

     

     

    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 11, 2025

     

     

     

    COHERUS ONCOLOGY, INC.

    (Exact name of registrant as specified in its charter)

     

     

     

    Delaware   001-36721   27-3615821
    (State or other jurisdiction
    of incorporation)
      (Commission
    File Number)
      (IRS Employer
    Identification Number)

     

    333 Twin Dolphin Drive, Suite 600

    Redwood City, CA 94065

    (Address of principal executive offices, including Zip Code)

     

    Registrant’s telephone number, including area code: (650) 649-3530

     

    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))

    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, $0.0001 par value per share   CHRS   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

     

    Coherus Oncology, Inc. (the “Company”) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”) on June 11, 2025 virtually via the Internet. At the close of business on April 24, 2025, the record date, there were 115,922,573 shares of the Company’s common stock outstanding with each such share being entitled to one vote per share.

     

    At the Annual Meeting, 75,584,254 shares of the Company’s common stock were voted in person or by proxy for the four proposals set forth below, each of which is described in the Company’s Definitive Proxy Statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 29, 2025.

     

    Proposal 1. The Company’s stockholders elected by a majority of votes cast each of the Class II director nominees below, Jill O’Donnell-Tormey, Ph.D., Michael Ryan and Ali J. Satvat, to the Board of Directors of the Company to hold office until the 2028 annual meeting of stockholders or until their successors are elected.

     

             BROKER
    NOMINEE  FOR  WITHHELD  NON-VOTES
    Jill O’Donnell-Tormey, Ph.D.  32,769,503  6,158,468  36,656,283
    Michael Ryan  32,735,184  6,192,787  36,656,283
    Ali J. Satvat  27,759,763  11,168,208  36,656,283

     

    Proposal 2. The Company’s stockholders ratified the selection of Ernst & Young LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2025.

     

    FOR   AGAINST   ABSTAIN   BROKER
    NON-VOTES
    74,500,950 ​ 776,953 ​ 306,351 ​ 0

     

    Proposal 3. The Company’s stockholders approved a non-binding, advisory resolution to approve the compensation of the Company’s named executive officers (a “Say-on-Pay” vote).

     

    FOR   AGAINST   ABSTAIN   BROKER
    NON-VOTES
    19,179,927 ​ 16,164,644 ​ 3,583,400 ​ 36,656,283

     

    Proposal 4. The Company’s stockholders approved the amendment to the Company’s 2014 Employee Stock Purchase Plan (the “ESPP Amendment”).

     

    FOR   AGAINST   ABSTAIN   BROKER
    NON-VOTES
    27,741,397 ​ 7,585,461 ​ 3,601,113 ​ 36,656,283

     

     

     

     

    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 hereunto duly authorized.

     

    Date: June 13, 2025 COHERUS ONCOLOGY, INC.
         
      By: /s/ Dennis M. Lanfear
      Name: Dennis M. Lanfear
      Title: Chief Executive Officer

     

     

     

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