SEC Form 8-K filed by Verve Therapeutics Inc.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
Verve Therapeutics, Inc. (the “Company”) held its Annual Meeting of Stockholders on June 5, 2025 (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders considered and voted on the three proposals set forth below, each of which is described in greater detail in the Company’s definitive proxy statement, filed with the U.S. Securities and Exchange Commission on April 25, 2025. The final voting results are set forth below.
Proposal 1 - Election of Class I Directors
The stockholders of the Company elected Lonnel Coats, Jodie Morrison and Krishna Yeshwant, M.D. to serve as Class I directors of the Company, for a three-year term ending at the annual meeting of stockholders to be held in 2028 and until each of their successors has been duly elected and qualified or until their earlier resignation or removal. The results of the stockholders’ vote with respect to the election of the Class I directors were as follows:
| Votes For |
Votes Withheld |
Broker Non-Votes |
||||||||||
| Lonnel Coats |
58,699,561 | 686,894 | 13,681,266 | |||||||||
| Jodie Morrison |
58,628,402 | 758,053 | 13,681,266 | |||||||||
| Krishna Yeshwant, M.D. |
50,208,438 | 9,178,017 | 13,681,266 | |||||||||
Proposal 2 - Ratification of Appointment of the Company’s Independent Registered Public Accounting Firm
The stockholders of the Company ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025. The results of the stockholders’ vote with respect to such ratification were as follows:
| Votes |
Votes |
Votes Abstaining |
Broker Non-Votes | |||
| 72,754,346 | 75,512 | 237,863 | 0 |
Proposal 3 - Approval, on an Advisory Basis, of Compensation Paid to Company’s Named Executive Officers
The stockholders of the Company approved, on an advisory basis, the compensation paid to its named executive officers. The results of the stockholders’ non-binding, advisory vote with respect to compensation paid to the Company’s named executive officers were as follows:
| Votes |
Votes |
Votes Abstaining |
Broker Non-Votes | |||
| 56,159,136 | 2,748,937 | 478,381 | 13,681,266 |
No other matters were submitted to or voted on by the Company’s stockholders at the Annual Meeting.
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.
| VERVE THERAPEUTICS, INC. | ||||||
| Date: June 10, 2025 | By: | /s/ Allison Dorval | ||||
| Name: | Allison Dorval | |||||
| Title: | Chief Financial Officer | |||||