Form 8-K - Current report

false000181577600018157762023-07-192023-07-19

 

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): July 19, 2023

 

 

Graphite Bio, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware			001-40532	84-4867570
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
201 HASKINS WAY SUITE 210
SOUTH SAN FRANCISCO, California				94080
(Address of Principal Executive Offices)				(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 650 484-0886

 

(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		GRPH		The Nasdaq Global Market

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. ☐

 

 

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

The proposals set forth below were submitted to the stockholders at the Annual Meeting of Stockholders (the “Annual Meeting”) of Graphite Bio, Inc. (the “Company”) held on July 19, 2023, with each such proposal described in the Proxy Statement, filed by the Company on June 6, 2023.

The number of shares of common stock entitled to vote at the Annual Meeting was 58,102,949. The number of shares of common stock present or represented by valid proxy at the Annual Meeting was 44,107,052. The number of votes cast for and against and the number of abstentions and broker non-votes with respect to each proposal voted upon are set forth below.

Proposal 1 - Election of Directors

The Company’s stockholders elected the three (3) director nominees below to the Company’s Board of Directors as Class II directors to hold office until the 2026 Annual Meeting of Stockholders of the Company or until their successors are duly elected and qualified.

Director Nominee	Votes For	Votes Withheld
Abraham Bassan	36,301,366	2,250,503
Matthew Porteus, M.D., Ph.D.	35,885,476	2,666,393
Jo Viney, Ph.D.	36,373,878	2,177,991

 

There were 5,555,183 broker non-votes regarding this proposal.

Proposal 2 - Ratification of Appointment of Independent Registered Accounting Firm

The Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2023.

Votes For	Votes Against	Abstentions
44,039,995	11,869	55,188

There were zero broker non-votes regarding this proposal.

 

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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.

			Graphite Bio, Inc.
Date:	July 20, 2023	By:	/s/ Josh Lehrer
			Josh Lehrer Chief Executive Officer

 

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Document And Entity Information	Jul. 19, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jul. 19, 2023
Entity Registrant Name	Graphite Bio, Inc.
Entity Central Index Key	0001815776
Entity Emerging Growth Company	true
Securities Act File Number	001-40532
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	84-4867570
Entity Address, Address Line One	201 HASKINS WAY
Entity Address, Address Line Two	SUITE 210
Entity Address, City or Town	SOUTH SAN FRANCISCO
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94080
City Area Code	650
Local Phone Number	484-0886
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Ex Transition Period	false
Title of 12(b) Security	Common Stock
Trading Symbol	GRPH
Security Exchange Name	NASDAQ

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