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 8, 2022

 

 

VIRIDIAN THERAPEUTICS, INC.

(Exact name of registrant as specified in its charter)

 

 

Delaware		001-36483		47-1187261
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

221 Crescent Street, Suite 401 Waltham, MA		02453
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (617) 272-4600

(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 obligations 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, $0.01 par value		VRDN		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 8, 2022, Viridian Therapeutics, Inc. (the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”) at which holders of the Company’s common stock as of the close of business on April 14, 2022 (the “Record Date”) were entitled to vote. On the Record Date, there were a total of 27,169,422 shares of common stock issued and outstanding. At the Annual Meeting, the Company’s stockholders voted in the following manner with respect to the following proposals:

1. To elect the Class I director nominee:

 

		Votes For				Votes Withheld				Broker Non - Votes
Peter Harwin			15,491,361				114,534				4,675,151

2. To ratify KPMG LLP as the Company’s independent registered public accounting firm for 2022:

 

For		Against		Abstain
20,279,290		1,305		451

3. To approve, on an advisory basis, the compensation of the Company’s named executive officers:

 

For		Against		Abstain		Broker Non -Votes
13,209,757		2,389,695		6,443		4,675,151

4. To approve a further amendment and restatement of the Company’s Amended and Restated 2016 Equity Incentive Plan, including an increase of 3,050,000 shares reserved for issuance thereunder:

 

For		Against		Abstain		Broker Non -Votes
13,142,519		2,299,758		163,618		4,675,151

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.

 

				Viridian Therapeutics, Inc.
Date: June 10, 2022				By:		/s/ Jonathan Violin
						Jonathan Violin
						President, Chief Executive Officer, and Director