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. |
On June 16, 2022, Tarsus Pharmaceuticals, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). The Company filed its definitive proxy statement for the proposals voted upon at the Annual Meeting with the Securities and Exchange Commission on April 30, 2022 (the “Proxy Statement”).
At the close of business on April 19, 2022, the record date of the Annual Meeting, the Company had 20,727,346 shares of common stock outstanding and entitled to vote. The holders of a total of 15,319,279 shares of common stock were present at the Annual Meeting, either in person or by proxy, which total constituted a quorum of the issued and outstanding shares on the record date of the Annual Meeting.
The following proposals were submitted to the Company’s stockholders at the Annual Meeting:
| 1. | The election of four Class II directors to serve until the Company’s 2025 annual meeting of stockholders. |
| 2. | The 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. |
The number of votes cast for and against or withheld and the number of abstentions and broker non-votes with respect to each matter voted upon, as applicable, are set forth below:
| 1. | Board of Directors Election Results |
The following nominees were elected to serve as Class II directors for a term that will continue until the 2025 annual meeting of stockholders or until their respective successors have been duly elected and qualified. The number of votes cast for and withheld and the number broker non-votes for each nominee were as follows:
| Director Name |
Votes For | Votes Withheld | Broker Non-Votes | |||||||||
| Michael Ackermann, Ph.D. |
10,087,025 | 958,440 | 4,273,814 | |||||||||
| Bobak Azamian, M.D., Ph.D. |
10,218,895 | 826,570 | 4,273,814 | |||||||||
| Rosemary Crane, MBA |
11,036,854 | 8,611 | 4,273,814 | |||||||||
| Elizabeth Yeu-Lin, M.D. |
10,913,478 | 131,987 | 4,273,814 | |||||||||
The following directors, in addition to Dr. Ackermann, Dr. Azamian, Ms. Crane, and Dr. Yeu-Lin, will continue to serve as members of our Board of Directors until the expiration of their respective terms or until their respective successors have been duly elected and qualified: William Link, Ph.D., Bhaskar Chaudhuri, Ph.D., Andrew Goldberg, M.D., and Wendy Yarno, MBA.
| 2. | Ratification of Ernst & Young LLP as our independent registered public accounting firm |
Our stockholders ratified the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2022. The number of votes cast for and against and the number of abstentions for this proposal were as follows (there were no broker non-votes for this proposal):
| Votes For |
Votes Against |
Abstain | ||
| 15,318,215 |
1,027 | 37 |
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.
| Tarsus Pharmaceuticals, Inc. | ||||||
| DATE: June 22, 2022 | By: | /s/ Leo Greenstein | ||||
| Leo Greenstein | ||||||
| Chief Financial Officer | ||||||