Form 8-K

 

 

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): September 13, 2010

 

 

Repligen Corporation

(Exact name of registrant as specified in charter)

 

 

 

Delaware   0-14656   04-2729386
(State or Other Jurisdiction
of Incorporation)		  

(Commission

File Number)

  

(IRS Employer

Identification No.)

41 Seyon Street, Bldg. 1, Suite 100, Waltham, MA 02453

(Address of Principal Executive Offices) (Zip Code)

(781) 250-0111

(Registrant’s telephone number, including area code)

 

 

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))

 

 

 

Item 5.07. Submission of Matters to a Vote of Security Holders

The 2010 Annual Meeting of Stockholders (the “Annual Meeting”) of Repligen Corporation (the “Company”) was held on September 9, 2010. Proxies were solicited pursuant to the Company’s proxy statement filed on July 28, 2010, as amended, with the Securities and Exchange Commission under Section 14(a) of the Securities Exchange Act of 1934.

The number of shares of the Company’s common stock, $0.01 par value (“Common Stock”), entitled to vote at the Annual Meeting was 30,773,907. The number of shares of Common Stock present or represented by valid proxy at the Annual Meeting was 27,057,672. Each share of Common Stock was entitled to one vote with respect to matters submitted to the Company’s stockholders at the Annual Meeting.

At the Annual Meeting, the Company’s stockholders were asked (i) to elect the Company’s Board of Directors and (ii) to ratify the appointment of Ernest & Young, LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2011. The voting results reported below are final.

Proposal 1 – Election of the Board of Directors

Glenn L. Cooper, Karen A. Dawes, Walter C. Herlihy, Earl Webb Henry, Alfred L. Goldberg, Alexander Rich, M.D. and Thomas F. Ryan, Jr. were duly elected as the Company’s Board of Directors. The results of the election were as follows:

 

NOMINEE

    FOR    WITHHELD    BROKER NON-VOTES

Glenn L. Cooper

    12,322,451    2,449,501    12,285,720

Karen A. Dawes

    12,304,519    2,467,433    12,285,720

Alfred L. Goldberg

    12,323,838    2,448,114    12,285,720

Earl Webb Henry

    12,319,851    2,452,101    12,285,720

Walter C. Herlihy

    12,256,030    2,515,922    12,285,720

Alexander Rich

    10,467,109    4,304,843    12,285,720

Thomas F. Ryan

    12,314,413    2,457,539    12,285,720

 

1

Proposal 2 – Ratify the Appointment of Independent Registered Public Accounting Firm

The appointment of Ernest & Young, LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2011 was ratified. The results of the ratification were as follows:

 

FOR    AGAINST    ABSTAIN
24,571,983    2,425,585    60,104

 

2

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.

 

    REPLIGEN CORPORATION
Date: September 13, 2010     By:  

/s/ Walter C. Herlihy

     

Walter C. Herlihy

President and Chief Executive Officer