(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):
☐ 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, par value $0.06 per share
GNTX
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. ☐
Section 5 – Corporate Governance and Management
Item 5.07 Submission of Matters to a Vote of Security Holders.
On May 19, 2022, the Company held its 2022 Annual Meeting of the Shareholders. The matters listed and described briefly below were submitted to a vote of the shareholders through the solicitation of proxies. The proposals are described in detail in the Company's Proxy Statement filed on April 8, 2022. The voting results are as follows:
Election of Directors
The following individuals were elected to serve as directors of the Company to hold office for a one (1) year term expiring in 2023:
Nominee
Votes For
Votes Withheld
Broker Non-Votes
Mr. Joseph Anderson
187,566,834
3,014,375
17,598,054
Ms. Leslie Brown
185,049,399
5,531,810
17,598,054
Mr. Steve Downing
189,970,329
610,880
17,598,054
Mr. Gary Goode
173,635,027
16,946,182
17,598,054
Mr. James Hollars
189,684,757
896,452
17,598,054
Mr. Richard Schaum
183,676,731
6,904,478
17,598,054
Ms. Kathleen Starkoff
189,753,292
827,917
17,598,054
Mr. Brian Walker
189,692,281
888,928
17,598,054
Dr. Ling Zang
189,265,183
1,316,026
17,598,054
Proposal to Ratify the Appointment of Ernst & Young LLP as the Company's Auditors for the Fiscal Year Ended December 31, 2022
The shareholders did ratify the appointment of Ernst & Young LLP to serve as the Company's auditors for the fiscal year ending December 31, 2022:
Votes For
Votes Against
Abstentions
Broker Non-Votes
195,877,000
12,158,955
143,308
Proposal to Approve, on an Advisory Basis, the Compensation of the Company's Named Executive Officers
The shareholders did approve, on an advisory basis, the compensation of the Company's named executive officers:
Votes For
Votes Against
Abstentions
Broker Non-Votes
182,672,454
7,527,300
381,455
17,598,054
Proposal to Approve the 2022 Employee Stock Purchase Plan
The shareholders did approve the 2022 Employee Stock Purchase Plan:
Votes For
Votes Against
Abstentions
Broker Non-Votes
189,334,864
1,003,896
242,449
17,598,054
SIGNATURE
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 thereunto duly authorized.