blue-8k_20190606.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 6, 2019

 

bluebird bio, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

DELAWARE

001-35966

13-3680878

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

 

60 Binney Street,

Cambridge, MA  

 

02142

(Address of Principal Executive Offices)

 

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (339) 499-9300

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 Instructions 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))

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 per share

BLUE

The NASDAQ Global Select 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 6, 2019, bluebird bio, Inc. (the “Company”) held its previously announced Annual Meeting of Stockholders (the “Meeting”), at which a quorum was present.  At the Meeting, the stockholders of the Company voted on the three proposals as follows: (i) Wendy L. Dixon and David P. Schenkein as Class III members of the Board to serve until the Company’s 2022 annual meeting of stockholders (“Proposal 1”); (ii) to approve, on a non-binding advisory basis, the compensation paid to our named executive officers (“Proposal 2”); and (iii) to ratify the selection of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2019 (“Proposal 3”).

 

The Company’s stockholders re-elected the two persons listed below as Class III directors pursuant to Proposal 1.  The voting results were as follows:

 

 

Votes For

Votes Against

Abstentions

Broker Non-Votes

Wendy L. Dixon

38,103,805

11,266,505

3,559

3,017,947

David P. Schenkein

46,581,415

2,787,076

5,378

3,017,947

 

The Company’s stockholders approved Proposal 2 in a non-binding advisory vote.  The voting results were as follows:

 

Votes For

Votes Against

Abstentions

Broker Non-Votes

33,249,051

16,049,419

75,399

3,017,947

 

The Company’s stockholders approved Proposal 3.  The voting results were as follows:

 

Votes For

Votes Against

Abstentions

Broker Non-Votes

51,980,936

333,660

77,220

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.

 

 

 

 

 

 

Date: June 6, 2019

bluebird bio, Inc.


 

 

 

By:

/s/ Jason F. Cole

 

 

 

Jason F. Cole

 

 

 

Chief Operating and Legal Officer