UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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.
On June 20, 2024, Orchestra BioMed Holdings, Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”). A total of 35,786,497 shares of the Company’s common stock, par value $0.0001 per share (“Common Stock”), were entitled to vote as of April 26, 2024, the record date for the Annual Meeting. There were 28,647,942 shares of Common Stock represented at the Annual Meeting, at which the Company’s stockholders were asked to vote on two proposals, each of which is described in more detail in the Company’s definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on April 30, 2024. Set forth below are the matters acted upon by the Company’s stockholders, and the final voting results of each such proposal.
Proposal No. 1: Election of Directors
Votes regarding the election of the two Class I director nominees were as follows:
| Director Name | Votes For | Votes Withheld | Broker Non-Votes | |||
| Eric A. Rose, M.D. | 22,471,631 | 2,170,666 | 4,005,645 | |||
| Jason Aryeh | 24,004,640 | 637,657 | 4,005,645 |
Based on the votes set forth above, the Company’s stockholders elected each of the two nominees set forth above to serve as a Class I director of the Company until the 2027 annual meeting of stockholders and until such director’s respective successor is duly elected and qualified.
Proposal No. 2: Ratification of Appointment of Independent Registered Public Accounting Firm
The proposal to ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2024 (the “Auditor Ratification Proposal”), received the following votes:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 28,620,141 | 25,400 | 2,401 | – |
Based on the votes set forth above, the Auditor Ratification Proposal was approved.
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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.
| ORCHESTRA BIOMED HOLDINGS, INC. | ||
| By: | /s/ Andrew Taylor | |
| Name: | Andrew Taylor | |
| Title: | Chief Financial Officer | |
Date: June 20, 2024
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