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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 11, 2024 (June 07, 2024)

 

 

ADAPTIVE BIOTECHNOLOGIES CORPORATION

(Exact name of Registrant as Specified in Its Charter)

 

 

Washington

001-38957

27-0907024

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

1165 Eastlake Avenue East

 

Seattle, Washington

 

98109

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (206) 659-0067

 

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 per share

 

ADPT

 

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 7, 2024, Adaptive Biotechnologies Corporation (the "Company") held its annual meeting of shareholders (the "Annual Meeting") pursuant to notice duly given. Three proposals were presented for voting: Proposal 1: election of two Class II directors to the Board of Directors (Peter Neupert and Michelle Griffin); Proposal 2: an advisory request concerning compensation for the Company's 2023 named executive officers; and, Proposal 3: ratification of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024. Each of the proposals was described in detail in the Company’s definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 26, 2024. A quorum of the shareholders voted by the conclusion of the Annual Meeting. The final results of the voting are set forth below.

 

Proposal 1: Election of Class II Directors

 

Peter Neupert

Votes Submitted

As % of Proposal Votes

Broker Non Vote

For

82,704,811

69.15 %

14,893,022

Against

-

-

Withhold/Abstain

36,895,764

30.85 %

Michelle Griffin

Votes Submitted

As % of Proposal Votes

Broker Non Vote

For

99,854,001

82.93 %

14,080,001

Against

-

-

Withhold/Abstain

20,559,595

17.07 %

 

Proposal 2: Advisory Vote Concerning the 2023 Compensation of the Company's Named Executive Officers

 

Votes Submitted

As % of Proposal Votes

Broker Non Vote

For

103,594,016

86.00 %

14,033,887

Against

15,410,744

12.79 %

Withhold/Abstain

1,454,950

1.21 %

 

Proposal 3: Ramification of Ernst & Young LLP as the Company's Independent Registered Public Accounting Firm for the Year Ending December 31, 2024

 

Votes Submitted

As % of Proposal Votes

Broker Non Vote

For

133,954,711

99.60 %

0

Against

339,767

0.25 %

Withhold/Abstain

199,119

0.15 %

Item 8.01 Other Events.

On June 10, 2024, NASDAQ notified the Company that it is in compliance with Listing Rule 5605(c)(2) (the “Rule”). Specifically, the Company’s appointment of Peter Neupert to its audit committee in July of 2023 resolved the deficiency under the Rule previously noted following the departure of former Company director Leslie Trigg.

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.

 

 

 

Adaptive Biotechnologies Corporation

 

 

 

 

Date:

June 11, 2024

By:

/s/ Kyle Piskel

 

 

 

Kyle Piskel
Chief Financial Officer

 

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Document And Entity Information
Jun. 07, 2024
Cover [Abstract]  
Document Type 8-K
Amendment Flag false
Document Period End Date Jun. 07, 2024
Entity Registrant Name ADAPTIVE BIOTECHNOLOGIES CORPORATION
Entity Central Index Key 0001478320
Entity Emerging Growth Company false
Entity File Number 001-38957
Entity Incorporation, State or Country Code WA
Entity Tax Identification Number 27-0907024
Entity Address, Address Line One 1165 Eastlake Avenue East
Entity Address, City or Town Seattle
Entity Address, State or Province WA
Entity Address, Postal Zip Code 98109
City Area Code (206)
Local Phone Number 659-0067
Entity Information, Former Legal or Registered Name Not Applicable
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common stock, par value $0.0001 per share
Trading Symbol ADPT
Security Exchange Name NASDAQ
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