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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 8, 2021

 

Idera Pharmaceuticals, Inc.

(Exact Name of Registrant as Specified in Charter)

 

Delaware

(State or Other

Jurisdiction of

Incorporation)

001-31918

(Commission File

Number)

04-3072298

(I.R.S. Employer

Identification No.)

 

505 Eagleview Blvd., Suite 212    
Exton, Pennsylvania   19341
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (484) 348-1600

 

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 $0.001 per share   IDRA   Nasdaq Capital Market

 

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 (see General Instruction A.2. below):

 

¨ 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)).

 

Indicate by check mark whether the registrant is an emerging growth company as defined in 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.

 

At the 2021 Annual Meeting of Stockholders of Idera Pharmaceuticals, Inc. (the “Company”) held on June 8, 2021 (the “2021 Annual Meeting”), a total of 28,293,742 shares were represented by conference call participation or by proxy, which represented a quorum. At the 2021 Annual Meeting, the stockholders of the Company voted on (1) the election of two Class II directors for terms to expire at the Company’s 2024 annual meeting of stockholders, (2) approval, on a non-binding basis, of the compensation of the Company’s named executive officers for 2020, and (3) the ratification of the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021. The voting results on these proposals were as follows:

 

Proposal 1. Elect two Class II directors for terms to expire at the Company’s 2024 annual meeting of stockholders.

 

Nominee  Votes For   Withheld   Broker Non-Votes 
James A. Geraghty   15,849,257    1,307,675    11,136,810 
Maxine Gowen, Ph.D   16,888,682    268,250    11,136,810 

 

Proposal 2. Approve, by non-binding vote, of the compensation of the Company’s named executive officers for 2020.

 

Votes For   Votes Against   Abstentions   Broker Non-Votes 
 16,462,462    593,632    100,838    11,136,810 

 

Proposal 3. Ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021.

 

Votes For   Votes Against   Abstentions   Broker Non-Votes 
 28,017,851    149,587    126,304    0 

 

 

 

 

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.

 

  IDERA PHARMACEUTICALS, INC.
     
     
     
  By: /s/ Bryant D. Lim
    Bryant D. Lim
    Senior V.P., General Counsel

 

Dated: June 10, 2021