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): May 9, 2019
INOGEN, INC.
(Exact name of Registrant as Specified in Its Charter)
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Delaware |
001-36309 |
33-0989359 |
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(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
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326 Bollay Drive, Goleta, CA |
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93117 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
Registrant’s Telephone Number, Including Area Code: (805) 562-0500
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 (see General Instructions A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
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Common Stock, $0.001 par value |
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INGN |
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The NASDAQ Stock Market LLC (NASDAQ Global Select Market) |
Item 5.07. Submission of Matters to a Vote of Security Holders.
Inogen, Inc. (the “Company”) held its 2019 annual meeting of stockholders on May 9, 2019 (the “Annual Meeting”). Of the 21,929,238 shares of the Company’s common stock outstanding as of the record date of March 15, 2019, 20,339,185 shares were represented at the Annual Meeting, either in person or by proxy, constituting approximately 92.74% of the outstanding shares of common stock. The matters voted on at the Annual Meeting and the votes cast with respect to each such matter are set forth below:
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1. |
Election of Class II Directors. The following nominees were elected to serve as Class II directors, to hold office until the Company’s 2022 annual meeting of stockholders or until his or her respective successor has been duly elected and qualified: |
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Nominee |
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Votes For |
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Votes Withheld |
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Broker Non-Votes |
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Loren McFarland |
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12,105,856 |
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6,654,311 |
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1,579,018 |
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Benjamin Anderson-Ray |
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12,105,430 |
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6,654,737 |
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1,579,018 |
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Scott Wilkinson |
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12,135,981 |
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6,624,186 |
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1,579,018 |
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2. |
Ratification of Appointment of Independent Registered Public Accounting Firm. The appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019 was ratified based on the following results of voting: |
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Votes For |
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Votes Against |
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Abstentions |
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Broker Non-Votes |
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20,305,985 |
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18,566 |
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14,634 |
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— |
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Votes For |
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Votes Against |
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Abstentions |
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Broker Non-Votes |
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18,421,089 |
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315,261 |
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23,817 |
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1,579,018 |
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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.
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INOGEN, INC. |
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Date: May 10, 2019 |
By: |
/s/ Alison Bauerlein |
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Alison Bauerlein Executive Vice President, Finance, Chief Financial Officer, Secretary and Treasurer |