UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
| (a) | On September 4, 2024, Replimune Group, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”) to consider and vote on the four proposals set forth below, each of which is described in greater detail in the Company’s definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on July 19, 2024. |
| (b) | The final voting results on each of the matters submitted to a vote of stockholders at the Annual Meeting are set forth below. |
| (1) | Proposal No. 1 – Election of Class III Directors: The following director nominees were elected to serve as Class III members of the Company’s board of directors, each to serve for a three-year term until the Company’s 2027 Annual Meeting of Stockholders and until his or her respective successor is duly elected and qualified: |
| Nominee | Votes For | Votes Withheld | Broker Non-Votes | |||
| Sushil Patel | 54,620,378 | 30,069 | 8,052,246 | |||
| Dieter Weinand | 46,947,117 | 7,703,330 | 8,052,246 | |||
| Madhavan Balachandran | 54,580,144 | 70,303 | 8,052,246 |
| (2) | Proposal No. 2 – Ratification of Selection of Independent Registered Public Accounting Firm: The selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2025 was ratified. |
| Votes For | Votes Against | Votes Abstaining | ||
| 62,689,662 | 4,372 | 8,659 |
| (3) | Proposal No. 3 – Say on Pay Proposal: The compensation of the Company’s named executive officers was approved on a non-binding advisory basis. |
| Votes For | Votes Against | Votes Abstaining | ||
| 53,580,801 | 1,025,630 | 44,016 |
| (4) | Proposal No. 4 – Frequency of Say on Pay Proposal: A frequency of every one (1) year for future advisory approval of the compensation of the Company’s named executive officers was approved on a non-binding advisory basis. |
| Votes For 1 Year | Votes For 2 Years | Votes For 3 Years | Votes Abstaining | |||
| 54,217,396 | 10,001 | 421,610 | 1,440 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| REPLIMUNE GROUP, INC. | ||
| Date: September 5, 2024 | By: | /s/ Sushil Patel |
| Sushil Patel | ||
| Chief Executive Officer | ||