8-K
filed June 16, 2023, 7:59 PM ET
ticker KZR
CIK 0001645666
other material
confidence high
sentiment neutral
materiality 0.35
Kezar Life Sciences increases authorized shares to 260M following stockholder vote
Kezar Life Sciences, Inc.
- Authorized shares raised from 135M to 260M (250M common, 10M preferred) via certificate amendment effective June 14, 2023.
- Stockholders approved the amendment with 65.3M votes for, 0.9M against, 0.1M abstentions.
- Three Class II directors elected: Franklin Berger, Graham Cooper, Micki Klearman, M.D.; all terms until 2026.
- KPMG LLP ratified as independent auditor for fiscal 2023 with 66.2M votes for, 5.2K against, 3.1K abstentions.
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Kezar Life Sciences, Inc.: Increased authorized shares from 135,000,000 to 260,000,000, consisting of 250,000,000 common and 10,000,000 preferred shares (effective 2023-06-14).
- Change
- charter amendment
- Effective
- 2023-06-14
Exact text from the filing
On June 14, 2023, following receipt of the affirmative vote from the holders of a majority of the outstanding shares of common stock of Kezar Life Sciences, Inc. (the “Company”) at its 2023 annual meeting of stockholders (the “Annual Meeting”), the Company filed a certificate of amendment to the Company’s amended and restated certificate of incorporation (the “Certificate Amendment”) with the Secretary of State of the State of Delaware to increase the authorized number of total shares of all classes of stock that the Company has authority to issue from 135,000,000 shares to 260,000,000 shares, consisting of two classes: (1) 250,000,000 shares of common stock, $0.0001 par value per share, and (2) 10,000,000 shares of preferred stock, $0.001 par value per share. The Certificate Amendment became effective immediately upon filing.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.98
Kezar Life Sciences, Inc. shareholders approved Election of three Class II directors at the 2023-06-14 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-06-14
Exact text from the filing
On June 14, 2023, the Company held its Annual Meeting. The final results for each of the proposals submitted to a vote of the Company’s stockholders at the Annual Meeting are set forth below. The proposals set forth below are described in detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 27, 2023. Proposal 1 : The Company’s stockholders elected the three nominees of the Company’s board of directors to serve as Class II directors until the 2026 annual meeting of stockholders, or until their successors are duly elected and qualified, by the votes set forth in the table below: Nominee Votes For Votes Withheld Broker Non-Votes Franklin Berger 33,265,209 22,578,381 10,395,798 Graham Cooper 55,391,603 451,987 10,395,798 Micki Klearman, M.D. 51,104,468 4,739,122 10,395,798
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.98
Kezar Life Sciences, Inc. shareholders approved Approval of amendment to amended and restated certificate of incorporation to increase number of authorized shares of common stock at the 2023-06-14 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-06-14
Exact text from the filing
Proposal 3 : The Company’s stockholders approved an amendment to the Company's amended and restated certificate of incorporation to increase the number of authorized shares of common stock by the votes set forth in the table below: Votes For Votes Against Abstain 65,253,861 890,792 94,735
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.98
Kezar Life Sciences, Inc. shareholders approved Ratification of selection of KPMG LLP as independent registered public accounting firm for fiscal year 2023 at the 2023-06-14 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-06-14
Exact text from the filing
Proposal 2 : The Company’s stockholders ratified the selection of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 by the votes set forth in the table below: Votes For Votes Against Abstain 66,231,058 5,202 3,128
View on SEC.gov
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