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8-K
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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): June 14, 2024

 

Prelude Therapeutics Incorporated

(Exact Name of Registrant as Specified in its Charter)

 

 

 

 

 

 

Delaware

 

001-39527

 

81-1384762

(State or other jurisdiction of
incorporation or organization)

 

(Commission
File Number)

 

(I.R.S. Employer
Identification No.)

 

 

 

175 Innovation Boulevard

Wilmington, Delaware

 

19805

(Address of principal executive offices)

 

(Zip Code)

Registrant’s telephone number, including area code: (302) 467-1280

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:

☐ 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))

Securities registered pursuant to Section 12(b) of the Act:

 

 

 

 

 

Title of each class

 

Trading
Symbol(s)

 

Name of each exchange on which registered

Common Stock, $0.0001 par value per share

 

PRLD

 

Nasdaq Global Select Market

 

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. ☐

 

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

 

On June 14, 2024, Prelude Therapeutics Incorporated (the “Company”) held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”) and the following proposals were adopted:

1.
Election of two Class I Directors, Paul A. Friedman, M.D., and David P. Bonita, M.D., each to serve a three-year term, which will expire at the 2027 Annual Meeting of Stockholders and until such time as their respective successors have been duly elected and qualified or until such director’s earlier resignation or removal. The vote tally was as follows:

 

Nominees

Shares For

Shares Withheld

Broker Non-Votes

Paul A. Friedman, M.D.

 

31,165,370

 

1,762,716

 

2,138,095

David P. Bonita, M.D.

 

31,007,172

 

1,920,914

 

2,138,095
2.
Ratification of appointment of Ernst & Young LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2024. The vote tally was as follows:

 

Shares For

Shares Against

Shares Abstaining

 

Broker Non-Votes

34,994,229

57,512

14,440

 

0

 

 

SIGNATURE

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.

 

 

 

 

PRELUDE THERAPEUTICS INCORPORATED

 

 

 

 

 

Date: June 18, 2024

By:

/s/ Bryant Lim

 

 

Bryant Lim

 

 

Chief Legal Officer, Corporate Secretary, and Interim Chief Financial Officer