0001832415false00018324152023-06-072023-06-07

 

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 07, 2023

 

 

Better Therapeutics, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-39864

85-3472546

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

548 Market Street

#49404

 

San Francisco, California

 

94104

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 415 887-2311

 

 

(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:

☐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

 

BTTX

 

The Nasdaq Stock Market LLC

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.

The 2023 annual meeting of stockholders (the “Annual Meeting”) of Better Therapeutics, Inc. (the "Company") was held in a virtual-only format on June 7, 2023 at 9:00 a.m., Pacific Time via live webcast. Proxies were solicited pursuant to the Company’s proxy statement filed on April 25, 2023 with the Securities and Exchange Commission under Section 14(a) of the Securities Exchange Act of 1934, as amended. As of April 10, 2023, the record date for the Annual Meeting, the number of shares of Common Stock outstanding and entitled to vote at the Annual Meeting was 31,731,058. The number of shares of Common Stock present or represented by valid proxy at the Annual Meeting was 22,478,705, representing approximately 71% of the total number of shares of Common Stock entitled to vote at the Annual Meeting. Each share of Common Stock was entitled to one vote with respect to matters submitted to the Company’s stockholders at the Annual Meeting.

 

At the Annual Meeting, the Company’s stockholders were asked (i) to elect two Class II director nominees to the Company's board of directors (the "Board"), each to hold office until the 2026 annual meeting of stockholders and until his successor is duly elected and qualified, or until his earlier resignation or removal, and (ii) to ratify the selection of Elliott Davis, LLC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.

 

The voting results reported below are final.

 

The following is a summary of the matters voted on at the Annual Meeting.

 

Proposal 1 – Election of Directors

Frank Karbe and Geoffrey Parker were duly elected to the Company’s Board as Class II directors. The results of the election were as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CLASS II DIRECTOR NOMINEE

 

 

FOR

 

 

 

WITHHELD

 

 

BROKER
NON-VOTES

 

Frank Karbe

 

 

18,266,243

 

 

 

109,745

 

 

 

4,102,717

 

Geoffrey Parker

 

 

17,350,713

 

 

 

1,025,275

 

 

 

4,102,717

 

 

Proposal 2 – Ratify the Selection of Independent Registered Public Accounting Firm

The selection of Elliott Davis, LLC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 was ratified. The results of the ratification were as follows:

 

 

 

 

 

FOR

 

AGAINST

 

ABSTAIN

22,327,423

 

145,309

 

5,973

 

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, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

Better Therapeutics, Inc.

 

 

 

 

Date:

June 8, 2023

By:

/s/ Mark Heinen

 

 

Name:

Title:

Mark Heinen
Chief Financial Officer

 
Mountain Crest Acquisiti... (NASDAQ:MCAD)
Graphique Historique de l'Action
De Oct 2024 à Nov 2024 Plus de graphiques de la Bourse Mountain Crest Acquisiti...
Mountain Crest Acquisiti... (NASDAQ:MCAD)
Graphique Historique de l'Action
De Nov 2023 à Nov 2024 Plus de graphiques de la Bourse Mountain Crest Acquisiti...