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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 15, 2022

 

 

 

CORVUS PHARMACEUTICALS, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware 001-37719 46-4670809

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification Number)

 

863 Mitten Road, Suite 102

Burlingame, CA 94010

(Address of principal executive offices, including Zip Code)

 

Registrant’s telephone number, including area code: (650) 900-4520

 

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 $0.0001 per share CRVS Nasdaq Global Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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.

 

On June 15, 2022, Corvus Pharmaceuticals, Inc. (the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”). Only stockholders of record at the close of business on April 18, 2022, the record date for the Annual Meeting, were entitled to vote at the Annual Meeting. As of the record date, there were 46,553,511 shares of the Company’s common stock outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 35,495,934 shares of the Company’s common stock were voted in person or by proxy for the two proposals set forth below, each of which is described in the Company’s Definitive Proxy Statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 28, 2022.

 

The tabulation of the stockholder votes on each proposal brought before the Annual Meeting is as follows:

 

Proposal No. 1 — Election of Directors

 

The Company’s stockholders elected the Class III director nominees below to the Company’s Board of Directors to hold office until the 2025 Annual Meeting of Stockholders or until their respective successors are elected and qualified or appointed, or the earlier of their death, resignation or removal. 

 

Class III Director Nominees  Votes For  Votes Withheld  Broker Non-Votes
Ian T. Clark   20,924,401    2,167,908    12,403,625 
Elisha P. (Terry) Gould III   22,613,558    478,751    12,403,625 
Peter Thompson, M.D.   17,131,737    5,960,572    12,403,625 

 

Proposal No. 2 — Ratification of Selection of Independent Registered Accounting Firm

 

The Company’s stockholders ratified the selection of PricewaterhouseCoopers LLC as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2022. 

 

Votes For  Votes Against  Abstain
 35,251,234    110,747    133.953 

 

Proposal No. 3 —Non-Binding Advisory Vote to Approve the Compensation of the Company’s Named Executive Officers

 

On a non-binding advisory basis, the Company’s stockholders approved the compensation of the Company’s named executive officers.

 

Votes For  Votes Against  Abstain  Broker Non-Votes
 22,614,704    409,961    67,644    12,403,625 

 

Proposal No. 4 — Advisory Vote on the Frequency of Future Advisory Votes by Stockholders on the Compensation of the Company’s Named Executive Officers

 

On a non-binding advisory basis, the Company’s stockholders selected 1 year for the frequency of future advisory votes by stockholders on the compensation of the Company’s named executive officers. 

 

   Votes For  Abstain  Broker Non-Votes
1 Year   22,473,322         
2 Year   32,391         
3 Year   550,231         

 

Abstain   36,365     
Broker Non-Votes       12,403,625 

 

 

 

 

 

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.

 

  CORVUS PHARMACEUTICALS, INC.
     
Date: June 17, 2022

By:

/s/ Leiv Lea  
  Leiv Lea  
  Chief Financial Officer