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 24, 2020

 

 

Shockwave Medical, Inc.
(Exact name of registrant as specified in its charter)

 

 

Delaware	001- 38829	27-0494101
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

5403 Betsy Ross Drive Santa Clara, California	95054
(Address of principal executive offices)	(Zip Code)

 

Registrant’s telephone number, including area code: (510) 279-4262

 

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 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, par value $0.001	SWAV	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. ☒

 

 

Item 5.07.

Submission of Matters to a Vote of Security Holders.

 

Shockwave Medical, Inc. (the “Company”) held its Annual Meeting of Stockholders on June 24, 2020 (the “Annual Meeting”). Proxies for the Annual Meeting were solicited pursuant to Regulation 14A of the Securities Exchange Act of 1934, as amended. At the close of business on April 27, 2020, the record date for the Annual Meeting, there were 31,862,235 shares of the Company’s common stock, par value $0.001 per share, outstanding and entitled to vote, and 27,416,750 of such shares were voted in person or by proxy at the Annual Meeting on the proposals described below.

 

At the Annual Meeting, the Company’s stockholders voted on the following two proposals, each of which is described in more detail in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 28, 2020. The number of votes cast with respect to each proposal was as indicated below:

 

1.

Election of Class I Directors. The following nominees were elected to serve as Class I directors until the Company’s 2023 annual meeting of stockholders and until their respective successors are duly elected and qualified, or, if sooner, until the director’s death, resignation or removal, based on the following results of voting:

 

Nominee		Votes For		Votes Withheld		Broker Non-Votes
C. Raymond Larkin, Jr.		20,184,098		3,488,389		3,744,263
Laura Francis		20,928,939		2,743,548		3,744,263

 

2.

Ratification of Selection of Independent Registered Public Accounting Firm. The selection of Ernst & Young LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2020 was ratified based on the following results of voting:

 

Votes For		Votes Against		Abstentions		Broker Non-Votes
27,319,929		26,011		70,810		N/A

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.

 

	Shockwave Medical, Inc.
Date: June 25, 2020	/s/ Dan Puckett
	Chief Financial Officer