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

    6/6/24 4:15:09 PM ET
    $RXST
    Ophthalmic Goods
    Health Care
    Get the next $RXST alert in real time by email
    8-K
    0001111485false00011114852024-06-062024-06-06

     

    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 06, 2024

     

     

    RxSight, Inc.

    (Exact name of Registrant as Specified in Its Charter)

     

     

    Delaware

    001-40690

    94-3268801

    (State or Other Jurisdiction
    of Incorporation)

    (Commission File Number)

    (IRS Employer
    Identification No.)

     

     

     

     

     

    100 Columbia

     

    Aliso Viejo, California

     

    92656

    (Address of Principal Executive Offices)

     

    (Zip Code)

     

    Registrant’s Telephone Number, Including Area Code: (949) 521-7830

     

     

    (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, par value $0.001 per share

     

    RXST

     

    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.

     

    We held our 2024 Annual Meeting of Stockholders (“Annual Meeting”) on June 6, 2024. Of the 37,173,544 shares of our common stock outstanding as of April 8, 2024, 30,022,322 shares of common stock were represented, either by attending the virtual annual meeting or by proxy, constituting, of the shares entitled to vote, approximately 80.8% of the outstanding shares of common stock. The matters voted on at the Annual Meeting and the votes cast with respect to each such matter are set forth below.

     

    1.
    Election of Three Class III Directors. The following nominees were re-elected by the holders of our common stock to serve as our Class III directors to hold office until our 2027 annual meeting of stockholders and until their successors have been duly elected and qualified:

    Nominee

     

    For

     

     

    Withhold

     

     

    Broker Non-Votes

     

    Julie B. Andrews

     

     

    18,202,611

     

     

     

    5,913,897

     

     

     

    5,905,814

     

    Robert J. Palmisano

     

     

    18,202,323

     

     

     

    5,914,185

     

     

     

    5,905,814

     

    Tamara R. Fountain, M.D.

     

     

    18,195,702

     

     

     

    5,920,806

     

     

     

    5,905,814

     

    2.
    Advisory Vote on Executive Compensation. The stockholders approved, on an advisory basis, the compensation of our named executive officers as disclosed in the proxy statement based on the following results of voting:

    For

     

     

    Against

     

     

    Abstain

     

     

    Broker Non-Votes

     

     

    22,608,292

     

     

     

    1,123,950

     

     

     

    395,359

     

     

     

    5,894,721

     

    3.
    Advisory Vote on Frequency of Votes to Approve Executive Compensation. The stockholders approved, on an advisory basis, the option of “ONE YEAR” as the frequency with which stockholders are provided an advisory vote on executive compensation based on the following results of voting:

    One Year

     

     

    Two Years

     

     

    Three Years

     

     

    Abstain

     

     

    Broker Non-Votes

     

     

    20,463,835

     

     

     

    5,400

     

     

     

    1,196,918

     

     

     

    2,461,448

     

     

     

    5,894,721

     

    In accordance with the voting results for this proposal, the Company has determined that the Company will hold future stockholder advisory votes on the compensation of the Company’s named executive officers every year. The next required advisory vote on the frequency of future stockholder advisory votes on the compensation of the Company’s named executive officers will take place no later than at the Company’s 2030 annual meeting of stockholders.

    4.
    Ratification of Appointment of Independent Registered Public Accounting Firm. The appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2024 was ratified based on the following results of voting:

    For

     

     

    Against

     

     

    Abstain

     

     

    Broker Non-Votes

     

     

    29,885,111

     

     

     

    46,027

     

     

     

    91,184

     

     

     

    —

     

     


    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.

     

     

     

    RxSight, Inc.

     

     

     

     

    Date:

    June 6, 2024

    By:

    /s/ Shelley Thunen

     

     

     

    Name: Shelley Thunen
    Title: Chief Financial Officer

     

     


    Get the next $RXST alert in real time by email

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