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. |
On June 8, 2023, Repare Therapeutics Inc., a corporation governed by the Business Corporations Act (Québec) (the “Company”), held its 2023 Annual Meeting of Shareholders (“Annual Meeting”), at which a quorum was present. At the Annual Meeting, the Company’s shareholders voted on the three proposals set forth below. A more detailed description of each proposal is set forth in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 28, 2023.
Proposal 1 - Election of Directors
Samarth Kulkarni, Ph.D., Briggs Morrison, M.D. and Lloyd M. Segal were each elected to serve as a Class III director of the Company’s Board of Directors (the “Board”) until the 2026 Annual Meeting of Shareholders and until his successor is duly elected or until his earlier death, resignation or removal. The votes cast were as follows:
| Nominee |
Votes For | Votes Withheld | Broker Non-Votes | |||||||||
| Samarth Kulkarni, Ph.D. |
27,331,967 | 9,105,005 | 1,445,007 | |||||||||
| Briggs Morrison, M.D. |
32,401,483 | 4,035,489 | 1,445,007 | |||||||||
| Lloyd M. Segal |
32,950,145 | 3,486,827 | 1,445,007 | |||||||||
Proposal 2 - Approval, on an Advisory Basis, of the Compensation Paid to the Company’s Named Executive Officers as disclosed in the 2023 Proxy Statement
The shareholders approved a non-binding advisory vote on the compensation of the Company’s named executive officers, by the following votes:
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 36,408,559 | 28,413 | — | 1,445,007 |
Proposal 3 - Appointment of Independent Registered Public Accounting Firm
The shareholders approved the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023, and authorized the Board to fix Ernst & Young LLP’s remuneration, by the following votes:
| Votes For |
Votes Withheld | |
| 37,873,426 | 8,553 |
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.
| REPARE THERAPEUTICS INC. | ||
| By: | /s/ Lloyd M. Segal | |
| Lloyd M. Segal | ||
| President and Chief Executive Officer | ||
Dated: June 9, 2023