mnlo-8k_20190625.htm

 

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 25, 2019

 

Menlo Therapeutics Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-38356

 

45-3757789

(State or other jurisdiction of
incorporation)

 

(Commission File Number)

 

(I. R. S. Employer

Identification No.)

200 Cardinal Way, 2nd Floor

Redwood City, California 94063

(Address of principal executive offices, including ZIP code)

(650) 486-1416

(Registrant’s telephone number, including area code)

Not Applicable

(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 $0.0001

MNLO

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.

On June 25, 2019, Menlo Therapeutics Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on two proposals, each of which is described in more detail in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on May 10, 2019. Only stockholders of record as of the close of business on April 26, 2019, the record date for the Annual Meeting, were entitled to vote at the Annual Meeting. As of the record date, 23,935,766 shares of the Company’s common stock were outstanding and entitled to vote at the Annual Meeting. The tabulation of the stockholder votes on each proposal brought before the Annual Meeting is as follows:

Proposal 1. The election of two directors to hold office until the 2022 annual meeting of stockholders or until their respective successor is elected:

 

 

Nominee

Votes For

 

Votes Withheld

 

Broker
Non-Votes

Aaron Royston, M.D.

18,504,696

 

2,231,652

 

1,279,364

Elisabeth Sandoval

20,616,775

 

119,573

 

1,279,364

Proposal 2. The ratification of the selection, by the audit committee of the board of directors of the Company, of Mayer Hoffman McCann P.C. as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2019:

 

 

 

 

 

 

Votes For

 

Votes Against

 

Abstentions

21,955,843

 

59,800

 

69

As a routine proposal under applicable rules, no broker non-votes were recorded in connection with this proposal.

 

 


SIGNATURE

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.

 

 

Menlo Therapeutics, Inc.

 

 

 

/s/ Steven L. Basta

Date: June 27, 2019

By: Steven L. Basta

 

President and Chief Executive Officer