Business Context and Reporting Period
This Form 8-K reports on the results of the 2023 Annual Meeting of Stockholders held by Disc Medicine, Inc. on June 9, 2023. The company is incorporated in Delaware and trades on The Nasdaq Global Market under the symbol IRON. The filing details the voting outcomes for director elections and the ratification of the independent auditor.
Key Financial Metrics
This filing is a current report regarding corporate governance events and does not contain financial performance data. There is no information provided regarding revenue, profit, cash flow, margins, debt, or liquidity in this document.
Material Changes and Voting Results
The primary material event reported is the successful election of directors and the ratification of the auditor. No financial material changes are reported.
Proposal 1: Election of Directors
- Class II Directors (2-year term): Georges Gemayel, Mark Chin, and Liam Ratcliffe were elected with overwhelming support (over 13 million votes for each).
- Class III Directors (3-year term): Donald Nicholson, William White, and John Quisel were elected with overwhelming support (over 13 million votes for each).
- Broker Non-Votes: 980,030 shares were recorded as broker non-votes for all director nominees.
Proposal 2: Ratification of Auditor
- Ernst & Young LLP was ratified as the independent registered public accounting firm for the fiscal year ending December 31, 2023.
- Voting Results: 13,678,267 votes For, 18,084 votes Against, and 373,951 Abstain.
Guidance, Outlook, and Risks
This filing does not provide management commentary, financial guidance, outlook, or a discussion of risks and contingencies. It is strictly a report of the voting results from the Annual Meeting.
Key Facts for Investor Verification
- Verify the terms of office for the newly elected Class II (ending 2025) and Class III (ending 2026) directors.
- Confirm the appointment of Ernst & Young LLP as the auditor for the fiscal year ending December 31, 2023.
- Note that this document contains no financial data; refer to the company's most recent 10-K or 10-Q for financial performance metrics.
- Review the Definitive Proxy Statement on Schedule 14A (filed April 20, 2023) for detailed background on the director nominees and proposals.