SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 5.07 Submission of Matters to a Vote of Security Holders.
At the Annual General Meeting of Shareholders of Nabriva Therapeutics plc (the “Company”) held on July 28, 2021, the Company’s shareholders voted on the following proposals:
(1) The Company’s shareholders elected, by separate resolutions, the following nominees to serve as directors until the 2022 Annual General Meeting of Shareholders.
|Colin Broom, M.D.||8,083,986||3,196,045||531,442||11,888,733|
|Charles A. Rowland, Jr.||7,957,826||3,305,099||548,548||11,888,733|
(2) The Company’s shareholders ratified the selection of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021 and authorized, in a binding vote, the Company’s board of directors, acting through the audit committee, to set the independent registered public accounting firm’s remuneration.
(3) The Company’s shareholders approved an increase in the authorized share capital of the Company from US$2,000,000 and €25,000 to US$4,000,000 and €25,000 by the creation of an additional 200,000,000 ordinary shares (the “authorized share capital increase proposal”).
(4) The Company’s shareholders, subject to the approval of the authorized share capital increase proposal, approved the grant to the board of directors of an updated authority under Irish law to allot and issue shares, or other securities convertible into or exercisable or exchangeable for shares (the “directors’ allotment authority proposal”).
(5) The Company’s shareholders did not approve the grant to the board of directors of an updated authority under Irish law to issue ordinary shares, or other securities convertible into or exercisable or exchangeable for ordinary shares, for cash without first offering those ordinary shares, or other securities convertible into or exercisable or exchangeable for ordinary shares, to existing shareholders under pre-emptive rights that would otherwise apply to the issuance. This proposal required the affirmative vote of the holders of ordinary shares representing at least 75% of the votes cast on the matter to be approved.
(6) The Company’s non-binding, advisory vote proposal on the compensation of the Company’s named executive officers was approved.
(7) The Company’s shareholders recommended, in a non-binding, advisory vote, that future advisory votes on the compensation of the Company’s named executive officers be held every year.
|One Year||Two Years||Three Years||Abstain||Broker|
After taking into consideration the foregoing voting results and the board of director’s prior recommendation in favor of an annual advisory shareholder vote on the compensation of the Company’s named executive officers, the board of directors intends to hold future advisory votes on the compensation of the Company’s named executive officers every year.
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.
|NABRIVA THERAPEUTICS PLC|
|Date: July 30, 2021||By:||/s/ Daniel Dolan|
|Chief Financial Officer|