0001674930false00016749302024-05-162024-05-16

 

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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 16, 2024

 

FULGENT GENETICS, INC.

(Exact Name of Registrant as Specified in Charter)

 

Delaware

001-37894

81-2621304

(State or other jurisdiction of

incorporation)

(Commission File Number)

(IRS Employer Identification No.)

 

4399 Santa Anita Avenue

El Monte, California

91731

(Address of Principal Executive Offices)

(Zip Code)

 

(626) 350-0537

(Registrant’s telephone number, including area code)

 

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:

 

☐

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 $0.0001 per share

 

FLGT

 

The Nasdaq Stock Market 
(Nasdaq Global 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.

On May 16, 2024 at 9:00 a.m. Pacific Time, Fulgent Genetics, Inc. (the “Company”), held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”), at the Company’s offices at 4399 Santa Anita Avenue, El Monte, California 91731. Of the Company’s 29,900,666 shares of common stock issued and outstanding and eligible to vote as of the record date of March 21, 2024, a quorum of 24,480,868 shares, or approximately 82% of the eligible shares, was present in person or represented by proxy. Each of the matters set forth below is described in detail in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on March 27, 2024. The following actions were taken at the Annual Meeting:

Proposal 1

Election of the following nominees as directors of the Company, each to serve until the 2025 Annual Meeting of Stockholders and until his or her successor is duly elected and qualified.

 

 

 

Votes For

 

 

Votes Withheld

 

 

Broker Non-Vote

 

Ming Hsieh

 

20,071,185

 

 

 

314,415

 

 

 

4,095,268

 

Michael Nohaile, Ph.D.

 

17,462,830

 

 

 

2,922,770

 

 

 

4,095,268

 

Regina Groves

 

17,487,701

 

 

 

2,897,899

 

 

 

4,095,268

 

Linda Marsh

 

15,854,682

 

 

 

4,530,918

 

 

 

4,095,268

 

Proposal 2

Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.

 

Votes For

 

 

Votes Against

 

 

Votes Abstained

 

 

Broker Non-Vote

 

24,238,701

 

 

 

222,804

 

 

 

19,363

 

 

—

Proposal 3

Approval, on a non-binding advisory basis, the compensation of the Company’s named executive officers.

 

Votes For

 

 

Votes Against

 

 

Votes Abstained

 

 

Broker Non-Vote

 

 

19,786,239

 

 

 

573,411

 

 

 

25,950

 

 

 

4,095,268

 

 

 

 

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 hereunto duly authorized.

 

Date: May 16, 2024

FULGENT GENETICS, INC.

 

 

 

 

 

By:

 

/s/ Paul Kim

 

Name:

 

Paul Kim

 

Title:

 

Chief Financial Officer

 

 

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Document and Entity Information
May 16, 2024
Cover [Abstract]  
Document Type 8-K
Amendment Flag false
Document Period End Date May 16, 2024
Entity Registrant Name FULGENT GENETICS, INC.
Entity Central Index Key 0001674930
Entity File Number 001-37894
Entity Incorporation, State or Country Code DE
Entity Tax Identification Number 81-2621304
Entity Address, Address Line One 4399 Santa Anita Avenue
Entity Address, City or Town El Monte
Entity Address, State or Province CA
Entity Address, Postal Zip Code 91731
City Area Code 626
Local Phone Number 350-0537
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Title of 12(b) Security Common Stock, par value $0.0001 per share
Trading Symbol FLGT
Security Exchange Name NASDAQ
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