secwatch / observer
8-K filed May 22, 2023, 7:59 PM ET ticker RGEN CIK 0000730272
other confidence high sentiment neutral materiality 0.25

Repligen shareholders approve charter amendment allowing board to amend bylaws at 2023 annual meeting

REPLIGEN CORP

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

REPLIGEN CORP: Amendment to Certificate of Incorporation to permit Board to adopt, amend or repeal Bylaws (effective 2023-05-18).

Change
charter amendment
Effective
2023-05-18
Exact text from the filing
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. As described below in Item 5.07 of this Current Report on Form 8-K and in Repligen Corporation’s (the “Company”) proxy statement filed with the Securities and Exchange Commission under Section 14(a) of the Securities Exchange Act, as amended, on April 11, 2023 (the “Proxy Statement”), on May 18, 2023, the Company’s shareholders voted at the Company’s 2023 annual meeting of shareholders (the “Annual Meeting”) to, among other things, approve an amendment (the “Charter Amendment”) to the Company’s Certificate of Incorporation to permit the Board of Directors of the Company (the “Board”) to adopt, amend or repeal the Company’s By-laws.
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

REPLIGEN CORP shareholders approved Election of the Board of Directors at the 2023-05-18 meeting.

Proposal
director election
Outcome
passed
Meeting
2023-05-18
Exact text from the filing
Proposal 1 - Election of the Board of Directors Nicolas M. Barthelemy, Karen A. Dawes, Carrie Eglinton Manner, Tony J. Hunt, Rohin Mhatre, Ph.D., Glenn P. Muir, Konstantin Konstantinov, Ph.D. and Martin Madaus, D.V.M., Ph.D. were duly elected to the Board. The results of the election were as follows: NOMINEE FOR AGAINST ABSTAIN BROKER NON-VOTES Nicolas M. Barthelemy 46,619,756 2,954,456 37,128 2,990,083 Karen A. Dawes 44,258,984 5,315,967 36,389 2,990,083 Carrie Eglinton Manner 49,411,646 163,031 36,663 2,990,083 Tony J. Hunt 49,421,145 153,400 36,795 2,990,083 Rohin Mhatre, Ph.D. 48,929,182 641,737 40,421 2,990,083 Glenn P. Muir 48,828,381 745,628 37,331 2,990,083 Konstantin Konstantinov, Ph.D. 47,615,575 1,958,323 37,442 2,990,083 Martin Madaus, D.V.M., Ph.D. 48,627,119 946,461 37,760 2,990,083
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

REPLIGEN CORP shareholders approved Approve the Ratification of the Amendment and Restatement of the By-laws to implement shareholder proxy access at the 2023-05-18 meeting.

Proposal
auditor ratification
Outcome
passed
Meeting
2023-05-18
Exact text from the filing
Proposal 6 – Approve the Ratification of the Amendment and Restatement of the By-laws The ratification of the amendment and restatement of the By-laws adopted by the Board on January 27, 2021 to implement shareholder proxy access was ratified. The results of the ratification were as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES NUMBER 49,551,765 19,487 40,088 2,990,083
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

REPLIGEN CORP shareholders approved Advisory Vote on Compensation of the Named Executive Officers at the 2023-05-18 meeting.

Proposal
say on pay
Outcome
passed
Meeting
2023-05-18
Exact text from the filing
Proposal 3 - Advisory Vote on Compensation of the Named Executive Officers The compensation paid to the Company's named executive officers was approved on an advisory basis. The results of the vote were as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES NUMBER 48,195,853 1,375,453 40,034 2,990,083
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

REPLIGEN CORP shareholders approved Approve the Charter Amendment to permit the Board to adopt, amend or repeal the By-laws at the 2023-05-18 meeting.

Proposal
charter amendment
Outcome
passed
Meeting
2023-05-18
Exact text from the filing
Proposal 5 - Approve the Charter Amendment The amendment to the Company's Certificate of Incorporation to permit the Board to adopt, amend or repeal the By-laws was approved. The results of the vote were as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES NUMBER 42,247,296 6,615,716 748,328 2,990,083
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

REPLIGEN CORP shareholders approved Ratify the Appointment of Independent Registered Public Accounting Firm at the 2023-05-18 meeting.

Proposal
auditor ratification
Outcome
passed
Meeting
2023-05-18
Exact text from the filing
Proposal 2 - Ratify the Appointment of Independent Registered Public Accounting Firm The appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023 was ratified. The results of the ratification were as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES NUMBER 51,821,932 754,809 24,682 0
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

REPLIGEN CORP shareholders approved Advisory Vote on Frequency of Future Advisory Votes on the Compensation of Named Executive Officers at the 2023-05-18 meeting.

Proposal
say on pay frequency
Outcome
passed
Meeting
2023-05-18
Exact text from the filing
Proposal 4 – Advisory Vote on Frequency of Future Advisory Votes on the Compensation of Named Executive Officers The frequency of future advisory votes on the compensation of the Company's named executive officers was approved on advisory basis. The results of the vote were as follows: 1 Year 2 Years 3 Years ABSTAIN BROKER NON-VOTES NUMBER 49,248,032 32,822 287,871 42,615 2,990,083
View on SEC.gov

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REPLIGEN CORP filing history →

Source: SEC EDGAR
accession 0001193125-23-150037
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