Business Context and Reporting Period
This Form 8-K reports on the results of the 2025 Annual Meeting of Stockholders for Aprea Therapeutics, Inc., held on June 5, 2025. The company is an emerging growth company incorporated in Delaware, with its principal executive offices in Doylestown, PA. The filing details the voting outcomes for four proposals submitted to security holders.
Key Financial Metrics
This filing is a current report regarding corporate governance and does not contain financial performance data. Consequently, the filing text does not provide clear values for revenue, profit, cash flow, margins, debt, or liquidity.
Material Changes and Voting Results
Of the 5,525,172 shares entitled to vote, 3,817,718 shares (approximately 69.09%) were represented, constituting a quorum. The following proposals were approved:
- Proposal 1 (Election of Directors): Stockholders elected three Class III directors (Jean-Pierre Bizzari, M.D., Oren Gilad, Ph.D., and John B. Henneman III) to serve until the 2028 Annual Meeting. Significant broker non-votes (1,279,613) were recorded for this proposal.
- Proposal 2 (Auditor Ratification): Stockholders ratified the appointment of EisnerAmper LLP as the independent registered public accounting firm for fiscal year 2025. There were no broker non-votes.
- Proposal 3 (Say-on-Pay): Stockholders approved, by non-binding advisory vote, the compensation of named executive officers. Broker non-votes totaled 1,279,613.
- Proposal 4 (Say-on-Frequency): Stockholders approved the frequency of future executive compensation votes. The majority (1,159,068 votes) selected a 1-year frequency, compared to 553,310 votes for 3 years and 1,464 votes for 2 years.
Guidance, Outlook, and Risks
The filing does not contain management commentary on financial guidance, future outlook, specific risks, or contingencies. For detailed information regarding the proposals, the filing references the definitive proxy statement on Schedule 14A filed on April 22, 2025.
Key Facts for Investor Verification
- Verify the specific terms of the executive compensation approved in Proposal 3 by reviewing the Schedule 14A proxy statement.
- Note the high volume of broker non-votes (1,279,613) on the director election and Say-on-Pay proposals, indicating a significant portion of shares held by brokers did not receive voting instructions.
- Confirm the tenure of the newly elected directors, who will serve until the 2028 Annual Meeting.
- Review the Schedule 14A for details on the auditor's independence and any related party transactions not detailed in this 8-K.