SVRA Savara

Filed: 14 Jun 21, 5:08pm





Washington, DC 20549







Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

June 10, 2021




(Exact name of registrant as specified in its charter)




Delaware 001-32157 84-1318182

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)

6836 Bee Cave Road, Building III, Suite 200

Austin, TX 78746

(Address of principal executive offices, including zip code)

(512) 614-1848

(Registrant’s telephone number, including area code)


(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 (see General Instruction A.2. below):


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





Name of each exchange

on which registered

Common Stock, par value $0.001 per share SVRA The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On June 10, 2021, the stockholders of Savara Inc. (“Savara”) approved an amendment to our Amended and Restated Certificate of Incorporation to increase the number of authorized shares of common stock of Savara from 200,000,000 to 300,000,000 (the “Amendment”). We filed the Amendment on June 10, 2021 with the Secretary of State of the State of Delaware, and the Amendment became effective upon filing.

The foregoing description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, which is filed as Exhibit 3.1 hereto and incorporated herein by reference.

Item 5.07. Submission of Matters to a Vote of Security Holders.

At the Savara annual meeting of stockholders held on June 10, 2021 (the “Annual Meeting”), our stockholders elected each of the following individuals to serve on the Board of Directors until the next annual meeting of stockholders, or until his or her successor is duly elected and qualified.



  Votes For  Votes Against  Abstentions  Broker Non Votes

Matthew Pauls

  72,045,741  713,356  4,745,492  14,157,458

Nevan Elam

  72,020,983  738,576  4,745,030  14,157,458

Richard J. Hawkins

  60,955,534  11,803,330  4,745,725  14,157,458

Joseph S. McCracken

  67,657,695  5,101,972  4,744,922  14,157,458

David A. Ramsay

  72,368,075  392,649  4,743,865  14,157,458

Ricky Sun

  71,953,082  807,309  4,744,198  14,157,458

An van Es-Johansson

  72,028,204  730,535  4,745,850  14,157,458

In addition, the following proposals were voted on at the Annual Meeting:



Proposal to approve the amendment of our Amended and Restated Certificate of Incorporation to increase the number of authorized shares of our common stock from 200,000,000 to 300,000,000.


Votes For Votes Against Abstentions Broker Non Votes
82,967,446 3,711,571 4,983,030 —  



Proposal to ratify the appointment of RSM US LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2021.


Votes For Votes Against Abstentions Broker Non Votes
86,374,021 235,431 5,052,595 —  


Proposal to approve, on an advisory basis, the compensation of our named executives.


Votes For Votes Against Abstentions Broker Non Votes
68,043,483 4,597,672 4,863,434 14,157,458

Item 9.01. Financial Statements and Exhibits.





Exhibit No.  Description
3.1  Savara Inc. Certificate of Amendment to Amended and Restated Certificate of Incorporation
104  Cover Page Interactive Data File (embedded within the Inline XBRL document).


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.


    Date: June 14, 2021   SAVARA INC.
a Delaware corporation

/s/ Dave Lowrance


Dave Lowrance

Chief Financial Officer