8-K/A: Current report filing
Published on March 3, 2020
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 2, 2019
CRYOPORT, INC.
(Exact name of registrant as specified in its charter)
| Nevada | 001-34632 | 88-0313393 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
||
| 112 Westwood Place, Suite 350, Brentwood, TN 37027 | ||||
| (Address of principal executive offices, including zip code) | ||||
| Registrant’s telephone number, including area code: (949) 470-2300 | ||||
| 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):
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | 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 | Name of each exchange on which registered | ||
| Common Stock, $0.001 par value | CYRX | The NASDAQ Stock Market LLC | ||
| Warrants to purchase Common Stock | CYRXW | The NASDAQ Stock 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. ¨
EXPLANATORY NOTE
On May 3, 2019, Cryoport, Inc. (the “Company”) filed
with the Securities and Exchange Commission a Current Report on Form 8-K (the “Initial 8-K”) to report the final voting
results of the Company’s 2019 Annual Meeting of Stockholders (the “Annual Meeting”). Pursuant to Item 5.07(d)
of Form 8-K, this Form 8-K/A amends the Initial 8-K to disclose the Company’s decision regarding the frequency of future
advisory votes on executive compensation.
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
At the Annual Meeting, the Company’s stockholders voted on, among other matters, an advisory proposal (the “Say-on-Frequency Proposal”) concerning the frequency of future advisory votes on executive compensation. As reported in the Initial 8-K, the advisory vote was in favor of annual frequency. In light of the Company’s prior practice of annual advisory votes on executive compensation and the results of the Say-on-Frequency Proposal, on May 2, 2019, the Company determined that it will hold a non-binding, advisory vote to approve the compensation of the Company’s executive officers every year, until the next required stockholder vote on the frequency of advisory votes on executive compensation.
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: March 3, 2020 | Cryoport Inc. |
| /s/ Robert Stefanovich | |
| Robert Stefanovich Chief Financial Officer |