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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 13, 2024
______________________________________________________________
GINKGO BIOWORKS HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
______________________________________________________________
Delaware001-4009787-2652913
(State or other jurisdiction
of incorporation)		(Commission
File Number)		(IRS Employer
Identification No.)
27 Drydock Avenue
8th Floor
Boston, MA 02210
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (877) 422-5362
(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:
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-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 classTrading
Symbol(s)		Name of each exchange
on which registered
Class A common stock, par value $0.0001 per shareDNANYSE
Warrants to purchase one share of Class A common stock, each at an exercise price of $11.50 per shareDNA.WSNYSE
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). o
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. o


Item 5.07. Submission of Matters to a Vote of Security Holders.

On June 13, 2024, Ginkgo Bioworks Holdings, Inc. (the “Company”) held its 2024 annual meeting of shareholders (the “Annual Meeting”). A total of 1,374,218,617 shares of Class A common stock and 353,238,955 shares of Class B common stock were present or represented by proxy at the Annual Meeting, representing approximately 82.93% of shares of Class A common stock and Class B common stock, entitled to vote as a single class at the Annual Meeting, and representing approximately 92.33% of shares of Class B common stock entitled to vote as a separate class at the Annual Meeting. Each holder of Class A common stock was entitled to one (1) vote for each share held on all matters voted upon by holders of Class A common stock. Each holder of Class B common stock was entitled to ten (10) votes for each share held on all matters voted upon. The shareholders voted on the matters presented at the Annual Meeting, and the shares present, in person or by proxy, were voted as follows:

1. Election of directors

Proposal one was the election of nine nominees to serve as directors of the Company, each until the next annual meeting of shareholders or until their successor shall have been elected and qualified. Holders of the Class B common stock, voting as a separate class, voted upon two nominees designated to be elected by the holders of Class B common stock. Holders of the Class A common stock and Class B common stock, voting together as a single class, voted upon seven nominees designated to be elected by the holders of Class A common stock and Class B common stock. The results of the vote were as follows:

Director nominees designated to be elected by holders of Class B common stock:

Nominee
Votes For
Votes Against
Abstentions
Broker Non-Votes
Jason Kelly
3,516,796,4706,103,9309,489,150
N/A
Reshma Shetty
3,516,486,8005,359,79010,542,960
N/A

Director nominees designated to be elected by holders of Class A and Class B common stock (voting together as a single class):

Nominee
Votes For
Votes Against
Abstentions
Broker Non-Votes
Arie Belldegrun
4,538,702,87674,856,60120,251,662272,797,028
Ross Fubini
4,595,229,69717,806,50420,774,938272,797,028
Kathy Hopinkah Hannan
4,411,097,190116,726,344105,987,605272,797,028
Christian Henry
4,542,312,81970,747,50820,750,812272,797,028
Myrtle Potter4,594,635,4159,565,09529,610,629272,797,028
Shyam Sankar
4,379,287,983158,933,52395,589,633272,797,028
Harry E. Sloan
4,590,258,48523,460,79320,091,861272,797,028

Pursuant to the foregoing votes, the nine nominees listed above were elected to serve on the Company’s Board of Directors. There were no additional director nominations brought before the meeting.

2. Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm

Proposal two was the ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024, designated to be voted upon by the holders of Class A common stock and Class B common stock, voting together as a single class. The results of the vote were as follows:

Votes For
Votes Against
Abstentions
Broker Non-Votes
4,898,828,2404,169,9323,609,995
0



Pursuant to the foregoing vote, the ratification of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024 was approved.

3. Advisory vote to approve executive compensation

Proposal three was an advisory vote to approve the compensation of the Company’s named executive officers, designated to be voted upon by the holders of Class A common stock and Class B common stock, voting together as a single class. The results of the vote were as follows:

Votes For
Votes Against
Abstentions
Broker Non-Votes
4,583,064,71345,191,2565,555,170272,797,028

Pursuant to the foregoing vote, the compensation of the Company’s named executive officers was approved on an advisory basis.


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.
GINKGO BIOWORKS HOLDINGS, INC.
Date: June 14, 2024By:/s/ Mark Dmytruk
Name:Mark Dmytruk
Title:Chief Financial Officer

v3.24.1.1.u2
Cover Page
Jun. 13, 2024
Document Information [Line Items]  
Document Type 8-K
Document Period End Date Jun. 13, 2024
Entity Registrant Name GINKGO BIOWORKS HOLDINGS, INC.
Entity Incorporation, State or Country Code DE
Entity File Number 001-40097
Entity Tax Identification Number 87-2652913
Entity Address, Address Line One 27 Drydock Avenue
Entity Address, Address Line Two 8th Floor
Entity Address, City or Town Boston
Entity Address, State or Province MA
Entity Address, Postal Zip Code 02210
City Area Code 877
Local Phone Number 422-5362
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Entity Central Index Key 0001830214
Amendment Flag false
Class A common stock, par value $0.0001 per share  
Document Information [Line Items]  
Title of 12(b) Security Class A common stock, par value $0.0001 per share
Trading Symbol DNA
Security Exchange Name NYSE
Warrants to purchase one share of Class A common stock, each at an exercise price of $11.50 per share  
Document Information [Line Items]  
Title of 12(b) Security Warrants to purchase one share of Class A common stock, each at an exercise price of $11.50 per share
Trading Symbol DNA.WS
Security Exchange Name NYSE
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