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.
The following proposals were submitted to the stockholders of Codiak BioSciences, Inc. (the “Company”) at the 2022 Annual Meeting of Stockholders of the Company held on June 17, 2022 (the “Annual Meeting”):
(i) The election of three Class II directors, as nominated by the Board of Directors of Company, each to serve a three-year term expiring at the 2025 Annual Meeting of Stockholders and until his or her successor is duly elected and qualified, or until his or her earlier death, resignation or removal; and
(ii) The ratification of the appointment of Ernst & Young LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2022.
The proposals are described in detail in the Company’s Definitive Proxy Statement filed with the U.S. Securities and Exchange Commission on April 29, 2022.
The number of shares of the Company’s common stock entitled to vote at the Annual Meeting was 22,493,867. The number of shares of common stock present or represented by valid proxy at the Annual Meeting was 17,297,543. All matters submitted to a vote of the Company’s stockholders at the Annual Meeting were approved and all director nominees were elected.
The voting results with respect to the matters voted upon at the Annual Meeting are set forth below:
(a) Election of Class II Directors.
| Director Nominee | Votes For | Votes Against | Broker Non-Votes |
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| Charles L. Cooney, Ph.D. |
14,501,346 | 918,523 | 1,877,674 | |||||||||
| Jason Haddock |
14,514,678 | 905,191 | 1,877,674 | |||||||||
| Anne-Virginie Eggimann, M.Sc. |
14,471,315 | 948,554 | 1,877,674 | |||||||||
(b) Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022.
Stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022. The results of the voting included 17,255,993 votes for, 36,289 votes against and 5,261 votes abstained. There were no broker non-votes regarding this proposal.
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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 hereunto duly authorized.
| Date: June 21, 2022 | Codiak BioSciences, Inc. | |||||
| By: | /s/ Douglas E. Williams, Ph.D. | |||||
| Douglas E. Williams, Ph.D. | ||||||
| President and Chief Executive Officer | ||||||
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