flxn-8k_20160621.htm

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 15, 2016

 

Flexion Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware

 

001-36287

 

26-1388364

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

10 Mall Road, Suite 301

Burlington, Massachusetts

 


01803

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (781) 305-7777

 

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:

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 


Item 5.07

Submission of Matters to a Vote of Security Holders.

Flexion Therapeutics, Inc. (“Flexion”) held its 2016 Annual Meeting of Stockholders (the “Annual Meeting”) on June 15, 2016. At the Annual Meeting, Flexion’s stockholders (i) elected two directors to serve on Flexion’s Board of Directors (the “Board”) until Flexion’s 2019 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified, or, if sooner, until their death, resignation or removal, and (ii) ratified the selection of PricewaterhouseCoopers LLP as Flexion’s independent registered public accounting firm for fiscal year 2016. There were 21,570,395 outstanding shares eligible to vote as of April 19, 2016, the record date for the Annual Meeting.

The directors elected to the Board, as well as the number of votes for, votes withheld and broker non-votes with respect to each of these individuals, are set forth below:

Director

 

For

 

 

Withheld

 

 

Broker Non-Votes

 

Scott A. Canute

 

 

12,220,478

 

 

 

3,186,875

 

 

 

4,582,090

 

Samuel D. Colella

 

 

13,620,392

 

 

 

1,786,961

 

 

 

4,582,090

 

The proposal to ratify the selection of PricewaterhouseCoopers LLP as Flexion’s independent registered public accounting firm for fiscal year 2016 received the following votes:

For

 

 

Against

 

 

Abstentions

 

 

Broker Non-Votes

 

 

19,983,629

 

 

 

3,301

 

 

 

2,513

 

 

 

 


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.

 

 

 

 

Flexion Therapeutics, Inc.

 

 

 

 

 

 

Dated: June 16, 2016

 

 

By:

 

/s/ Frederick W. Driscoll

 

 

 

 

 

Frederick W. Driscoll

 

 

 

 

 

Chief Financial Officer