Glaukos Corporation filed SEC Form 8-K: Leadership Update, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

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Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

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Date of Report (Date of earliest event reported): May 30, 2024

Glaukos Corporation

(Exact name of registrant as specified in its charter)

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Registrant’s telephone number, including area code: (949) 367-9600

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Not Applicable

(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:

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 ☐

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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.  ☐

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

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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(e) Compensatory Arrangements of Certain Officers.

The Board of Directors (the “Board”) of Glaukos Corporation (the “Company”) previously adopted the Glaukos Corporation Amended and Restated 2015 Omnibus Incentive Compensation Plan (the “Restated Plan”), subject to stockholder approval of the Restated Plan, which amends and restates the Glaukos Corporation 2015 Omnibus Incentive Compensation Plan (the “Existing Plan”). As disclosed in Item 5.07 of this Form 8-K, the Company’s stockholders have approved the Restated Plan.

The following summary of the terms of the Restated Plan is qualified in its entirety by reference to the text of the Restated Plan, which is filed as Exhibit 10.1 hereto and incorporated herein by reference.

Among other things, the Restated Plan provides for:

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

The annual meeting of stockholders (the “Annual Meeting”) of Glaukos Corporation (the “Company”) was held on May 30, 2024. At the Annual Meeting, the Company’s stockholders voted on five proposals, each of which is described in more detail in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 16, 2024.

The final voting results for each matter submitted to a vote of stockholders at the Annual Meeting are as follows:

Proposal 1. The election of three Class III directors to hold office until the 2027 annual meeting of stockholders and until their respective successors are duly elected and qualified:

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Proposal 2. The approval of the Glaukos Corporation Amended and Restated 2015 Omnibus Incentive Compensation Plan:

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Proposal 3. The non-binding advisory vote regarding the frequency of future advisory votes on the compensation of the Company’s named executive officers:

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Proposal 4. The non-binding advisory vote regarding approval of the compensation of the Company’s named executive officers:

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Proposal 5. The ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024:

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There were no broker non-votes on Proposal 5.

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Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

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SIGNATURE

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.

Date: June 5, 2024

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