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

    5/19/25 4:15:00 PM ET
    $HYPR
    Biotechnology: Electromedical & Electrotherapeutic Apparatus
    Health Care
    Get the next $HYPR alert in real time by email
    8-K
    false000183376900018337692025-05-192025-05-19

     

    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 19, 2025

     

     

    Hyperfine, Inc.

    (Exact name of Registrant as Specified in Its Charter)

     

     

    Delaware

    001-39949

    98-1569027

    (State or Other Jurisdiction
    of Incorporation)

    (Commission File Number)

    (IRS Employer
    Identification No.)

     

     

     

     

     

    351 New Whitfield Street

     

    Guilford, Connecticut

     

    06437

    (Address of Principal Executive Offices)

     

    (Zip Code)

     

    Registrant’s Telephone Number, Including Area Code: (866) 796-6767

     

    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

    Class A common stock, $0.0001 par value per share

     

    HYPR

     

    The Nasdaq Stock Market LLC

    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.

     

    (a)
    On May 19, 2025, Hyperfine, Inc. (the “Company”) held its 2025 annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on two proposals, each of which is described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 7, 2025. At the Annual Meeting, holders of 29,880,210 shares of the Company’s Class A common stock and 15,055,288 shares of the Company’s Class B common stock were present in person or by proxy at the Annual Meeting, which represented approximately 90.95% of the voting power of the shares of the Company’s common stock issued and outstanding and entitled to vote at the Annual Meeting, which constituted a quorum for the transaction of business. Stockholders were entitled to one vote for each share of Class A common stock held as of the close of business on March 26, 2025 (the “Record Date”), and 20 votes for each share of Class B common stock held as of the Record Date.
    (b)
    The following actions were taken at the Annual Meeting:
    1.
    The following nominees were reelected to serve on the Company's Board of Directors until the Company’s 2026 annual meeting of stockholders and until their respective successors have been elected and qualified, based on the following votes:

     

    Name

     

    Votes For

     

     

    Votes Against

     

     

    Votes Abstained

     

     

    Broker Non-Votes

     

    R. Scott Huennekens

     

     

    311,155,482

     

     

     

    832,818

     

     

     

    1,171,924

     

     

     

    17,825,746

     

    Maria Sainz

     

     

    311,390,377

     

     

     

    596,576

     

     

     

    1,173,271

     

     

     

    17,825,746

     

    John Dahldorf

     

     

    311,622,520

     

     

     

    330,838

     

     

     

    1,206,866

     

     

     

    17,825,746

     

    Ruth Fattori

     

     

    311,624,744

     

     

     

    330,725

     

     

     

    1,204,755

     

     

     

    17,825,746

     

    Jonathan M. Rothberg, Ph.D.

     

     

    310,816,697

     

     

     

    1,194,161

     

     

     

    1,149,366

     

     

     

    17,825,746

     

    Daniel J. Wolterman

     

     

    310,754,584

     

     

     

    1,206,830

     

     

     

    1,198,810

     

     

     

    17,825,746

     

    2.
    The appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025 was ratified, based on the following votes:

     

    Votes For

     

     

    Votes Against

     

     

    Votes Abstained

     

     

    Broker Non-Votes

     

     

    329,361,558

     

     

     

    153,334

     

     

     

    1,471,078

     

     

     

    —

     

     

     

     


     

    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.

     

     

     

    HYPERFINE, INC.

     

     

     

     

    Date:

    May 19, 2025

    By:

    /s/ Brett Hale

     

     

     

    Brett Hale
    Chief Administrative Officer, Chief Financial Officer, Treasurer and Corporate Secretary

     


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