0001370053false00013700532025-06-172025-06-17
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: June 17, 2025
(Date of earliest event reported)
ANAPTYSBIO, INC.
(Exact Name of Registrant as Specified in Charter)
| | | | | | | | |
| Delaware | 001-37985 | 20-3828755 |
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
10770 Wateridge Circle, Suite 210,
San Diego, CA 92121
(Address of Principal Executive Offices, and Zip Code)
(858) 362-6295
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(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 (see General Instruction A.2. below):
☐Written communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communication 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, par value $0.001 per share | ANAB | 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 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §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 17, 2025, AnaptysBio, Inc. (the “Company”) held its 2025 Annual Meeting of Stockholders and the following proposals were adopted:
1.Election of three Class II directors, Rita Jain, M.D., John Orwin, and J. Anthony Ware, M.D., each to serve a three-year term, which will expire at the 2028 Annual Meeting of Stockholders or until such time as his or her respective successor has been duly elected and qualified or until such director’s earlier resignation or removal:
| | | | | | | | | | | | | | | | | | | | |
| Nominees | | Shares For | | Shares Withheld / Abstaining | | Broker Non-Votes |
| Rita Jain, M.D. | | 23,913,554 | | 1,763,097 | | 1,589,342 |
| John Orwin | | 21,616,016 | | 4,060,635 | | 1,589,342 |
| J. Anthony Ware, M.D. | | 21,035,965 | | 4,640,686 | | 1,589,342 |
2.Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025:
| | | | | | | | | | | | | | | | | | | | |
| Shares For | | Shares Against | | Shares Withheld/Abstaining | | Broker Non-Votes |
| 27,248,166 | | 17,021 | | 806 | | — |
3.Non-binding, advisory approval of compensation paid to the Company’s named executive officers:
| | | | | | | | | | | | | | | | | | | | |
| Shares For | | Shares Against | | Shares Withheld/Abstaining | | Broker Non-Votes |
| 17,781,545 | | 6,590,193 | | 1,304,913 | | 1,589,342 |
4.Approval of the amendment and restatement of the Company's 2017 Equity Incentive Plan:
| | | | | | | | | | | | | | | | | | | | |
| Shares For | | Shares Against | | Shares Withheld/Abstaining | | Broker Non-Votes |
| 18,017,143 | | 6,354,718 | | 1,304,790 | | 1,589,342 |
5.Non-binding advisory vote on the frequency of holding future advisory votes regarding named executive officer compensation:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| One Year | | Two Years | | Three Years | | Abstain | | Broker Non-Votes |
| 24,999,881 | | 453,735 | | 221,977 | | — | | 1,590,400 |
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| | | | | |
| 10.1 | |
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
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 thereunto duly authorized.
| | | | | | | | | | | |
| AnaptysBio, Inc. |
| Date: June 17, 2025 | By: | /s/ Eric Loumeau |
| | Name: Eric Loumeau |
| | Title: Chief Legal Officer |