Business Context and Reporting Period
Caredx, Inc. (CDNA) filed this Form 8-K on June 17, 2019, to report the results of its 2018 Annual Meeting of Stockholders held on that date. The company is incorporated in Delaware and trades on The Nasdaq Stock Market LLC.
Key Financial Metrics
This filing is a current report regarding corporate governance and does not contain financial statements. Consequently, data regarding revenue, profit, cash flow, margins, debt, and liquidity are not provided in this document.
Material Changes and Voting Results
The filing details the voting outcomes for two proposals at the Annual Meeting. Of the 42,081,453 shares outstanding as of the record date (April 18, 2019), 36,885,803 shares (87.65%) were represented, establishing a quorum.
Proposal 1: Election of Class II Directors
- Fred E. Cohen, M.D., D. Phil: Received 11,273,535 votes for and 19,110,411 votes withheld. There were 6,501,857 broker non-votes.
- William A. Hagstrom: Received 17,086,518 votes for and 13,297,428 votes withheld. There were 6,501,857 broker non-votes.
Proposal 2: Ratification of Independent Auditor
- Deloitte & Touche LLP: Ratified with 36,865,499 votes for, 5,673 votes against, and 14,631 abstentions. There were no broker non-votes.
Guidance, Outlook, and Risks
The filing does not provide management commentary, financial guidance, outlook, or specific risk factors. It strictly reports the submission of matters to a vote of security holders.
Investor Verification Checklist
- Verify the final election status of Fred E. Cohen and William A. Hagstrom given the significant number of votes withheld.
- Review the definitive proxy statement filed on April 30, 2019, for detailed biographies of nominees and the rationale for the auditor appointment.
- Confirm the company's financial performance in the most recent 10-Q or 10-K filing, as this 8-K contains no financial data.