UNITED STATES
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FORM
CURRENT REPORT
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Item 5.07. Submission of Matters to a Vote of Security Holders.
On June 17, 2022, Atea Pharmaceuticals, Inc. (the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”). A total of 71, 947,575 shares of common stock were present in person or represented by proxy at the meeting, representing approximately 86.41% percent of the Company’s outstanding common stock as of the April 22, 2022 record date. The following are the voting results for the proposals considered and voted upon at the meeting, each of which were described in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on April 29, 2022.
Item 1 — Election of three Class II Directors to serve until the 2025 Annual Meeting of Stockholders, and until their respective successors have been duly elected and qualified.
| NOMINEE | Votes FOR | Votes WITHHELD |
Broker Non-Votes | |||
| Bruno Lucidi |
55,884,588 | 4,512,701 | 11,550,286 | |||
| Polly A. Murphy, D.V.M., Ph.D. |
55,757,290 | 4,639,999 | 11,550,286 | |||
| Bruce Polsky, M.D. |
55,943,278 | 4,454,011 | 11,550,286 |
Item 2 — Approval, on an advisory (non-binding) basis, of the frequency of future advisory votes on the compensation of our named executive officers.
| ONE Year | TWO Years | THREE Years | Votes ABSTAINED | Broker Non-Votes | ||||
| 59,857,505 |
9,510 | 366,218 | 164,056 | 11,550,286 |
Item 3 — Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2022.
| Votes FOR | Votes AGAINST | Votes ABSTAINED | Broker Non-Votes | |||
| 71,630,493 |
281,592 | 35,490 | 0 |
Based on the foregoing votes, Bruno Lucidi, Polly A. Murphy, D.V.M., Ph.D. and Bruce Polsky, M.D. were elected, “ONE Year” was approved as the frequency of future advisory votes on the compensation of our named executive officers and Item 3 was approved. In light of these results, which are consistent with the Board’s recommendation, the Company has determined to hold an advisory (non-binding) vote on executive compensation each year until such time as the next advisory (non-binding) vote regarding the frequency of advisory (non-binding) votes on executive compensation is submitted to the Company’s stockholders.
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.
| ATEA PHARMACEUTICALS, INC. | ||||||
| Date: June 21, 2022 | By: | /s/ Andrea Corcoran | ||||
| Andrea Corcoran | ||||||
| Chief Financial Officer and Executive Vice President, Legal and Secretary | ||||||