Outset Medical Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 29, 2024, Outset Medical, Inc. (the “Company”) held its Annual Meeting of Stockholders at 1:30 p.m. Pacific Time in a virtual format via live audio webcast (the “Annual Meeting”). As of April 2, 2024, the Company’s record date, there were a total of 51,702,159 shares of common stock outstanding and entitled to vote at the Annual Meeting. At the beginning of the Annual Meeting, 38,482,261 shares of common stock were present virtually in person or by proxy, and, therefore, a quorum was present. Three items of business were acted upon by the stockholders at the Annual Meeting. The final results for the votes regarding each proposal are set forth below.
Proposal One: Election of Class I Directors
Each of Karen Drexler, Dale E. Jones and Leslie Trigg was elected to serve as a class I director to hold office until the Company’s 2027 annual meeting of stockholders and until the election and qualification of his or her successor. Votes were cast as follows:
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For |
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Withheld |
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Broker Non-Votes |
Karen Drexler |
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25,813,322 |
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7,579,904 |
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5,089,035 |
Dale E. Jones |
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32,551,383 |
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841,843 |
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5,089,035 |
Leslie Trigg |
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32,066,397 |
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1,326,829 |
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5,089,035 |
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Since the Board is divided into three classes with one class elected each year to hold office for a three-year term, the following directors continued to serve as directors of the Company immediately after the Annual Meeting: D. Keith Grossman, Patrick T. Hackett, Jim Hinrichs, Brent D. Lang and Andrea L. Saia.
Proposal Two: Advisory Vote on Named Executive Officer Compensation
The proposal to approve the 2023 compensation of the Company’s named executive officers as disclosed in its 2024 proxy statement on a non-binding advisory basis was approved by the following vote:
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Against |
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Abstain |
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Broker Non-Votes |
16,832,317 |
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16,462,009 |
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98,900 |
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5,089,035 |
Proposal Three: Ratification of Appointment of Independent Registered Public Accounting Firm
The stockholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024 by the following vote:
For |
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Against |
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Abstain |
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Broker Non-Votes |
38,253,001 |
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128,630 |
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100,630 |
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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 thereunto duly authorized.
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Outset Medical, Inc.
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Date: May 30, 2024 |
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By: |
/s/ John Brottem |
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John Brottem |
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General Counsel |