Translate Bio, Inc. Form 8-K (June 16, 2020)

Summary

Current report on Form 8-K for an event dated June 16, 2020, filed by Translate Bio, Inc. Under Item 5.07, the report states that stockholders elected Daniella Beckman, George Demetri, M.D. and Owen Hughes as Class II directors, each to serve a three-year term expiring at the annual meeting of stockholders in 2023. Votes for Daniella Beckman were 42,640,778, with 845,120 withheld. Stockholders also ratified PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending December 31, 2020, with 45,626,609 for, 4,321 against and 1,543 abstaining. Paul Burgess signed on June 16, 2020.

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Full text

8-K 1 d947142d8k.htm 8-K 8-K

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 16, 2020

Translate Bio, Inc.

(Exact name of registrant as specified in its charter)

Delaware | 001-38550 | 61-1807780
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.)
29 Hartwell Avenue Lexington, Massachusetts | 02421
(Address of principal executive offices) | (Zip Code)

Registrant’s telephone number, including area code: (617) 945-7361

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 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 exchange on which registered
Common Stock, $0.001 par value | TBIO | 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.

Translate Bio, Inc. (the “Company”) held its Annual Meeting of Stockholders on June 16, 2020 (the “Annual Meeting”). The following is
a summary of the matters voted on at that meeting:

(a) | The stockholders of the Company elected Daniella Beckman, George Demetri, M.D. and Owen Hughes as Class II
directors, each to serve for a three-year term expiring at the annual meeting of stockholders to be held in 2023 and until his or her respective successor has been duly elected and qualified. The results of the stockholders’ vote with respect
to the election of the Class II directors were as follows:
Name | For | Withheld | Broker Non-Votes
Daniella Beckman | 42,640,778 | 845,120 | 2,146,575
George Demetri, M.D. | 41,992,118 | 1,493,780 | 2,146,575
Owen Hughes | 42,658,564 | 827,334 | 2,146,575
(b) | The stockholders of the Company ratified the selection of PricewaterhouseCoopers LLP as the Company’s
independent registered public accounting firm for the fiscal year ending December 31, 2020. The results of the stockholders’ vote with respect to such ratification were as follows:
For | Against | Abstain
45,626,609 | 4,321 | 1,543

No other matters were submitted to or voted on by the Company’s stockholders at the Annual Meeting.

SIGNATURES

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.

TRANSLATE BIO, INC.
Date: June 16, 2020 | By: | /s/ Paul Burgess
Paul Burgess
Chief Operating Officer, Chief Legal Officer and Secretary

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