UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On June 1, 2022, the Board of Directors (the “Board”) of TScan Therapeutics, Inc. (the “Company”) promoted Gavin MacBeath, Ph.D. to Chief Scientific and Operations Officer. Dr. MacBeath has served as Chief Scientific Officer of the Company since December 2018. In connection with his promotion to Chief Scientific and Operations Officer, the Board approved an increase in Dr. MacBeath’s annual base salary to $470,000.
| Item 5.07 | Submission of Matters to a Vote of Security Holders |
On June 1, 2022, the Company held its Annual Meeting of Stockholders (the “Annual Meeting”). The Company held its Annual Meeting to consider and vote on the two proposals set forth below, each of which is described in greater detail in the Company’s Definitive Proxy Statement on Schedule 14A, which was filed with the U.S. Securities and Exchange Commission on April 21, 2022. The final voting results are set forth below.
Proposal 1 - Election of Class I Directors
The stockholders of the Company elected Timothy Barberich and Stephen Biggar, M.D., Ph.D. as class I directors, for a three-year term ending at the annual meeting of stockholders to be held in 2025 and until his successor has been duly elected and qualified or until his earlier resignation or removal. The results of the stockholders’ vote with respect to the election of each class I director were as follows:
| Name | Votes For |
Votes Withheld |
Broker Non-Votes |
|||||||||
| Timothy Barberich. |
7,108,777 | 783,662 | 3,619,123 | |||||||||
| Stephen Biggar, M.D., Ph.D. |
7,118,532 | 773,907 | 3,619,123 | |||||||||
Proposal 2 - Ratification of Appointment of Independent Registered Public Accounting Firm
The stockholders of the Company ratified the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022. The results of the stockholders’ vote with respect to such ratification were as follows:
| Votes For |
Votes Against |
Abstain | ||
| 11,510,854 | 425 | 283 |
SIGNATURE
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.
| TScan Therapeutics, Inc. | ||||||
| Date: June 3, 2022 | By: | /s/ Brian Silver | ||||
| Brian Silver | ||||||
| Chief Financial Officer | ||||||