false 0001816736 0001816736 2024-06-12 2024-06-12

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 14, 2024 (June 12, 2024)

 

 

Disc Medicine, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Delaware   001-39438   85-1612845
(State or Other Jurisdiction
of Incorporation)		  

(Commission

File Number)

   (IRS Employer
Identification No.)

 

321 Arsenal Street, Suite 101

Watertown, Massachusetts

     02472
(Address of Principal Executive Offices)     (Zip Code)

Registrant’s Telephone Number, Including Area Code: (617) 674-9274

N/A

(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

  

Trading
Symbol(s)

  

Name of each exchange

on which registered

Common Stock, par value $0.0001 per share   IRON   The Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company 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 5.07

Submission of Matters to a Vote of Security Holders.

On June 12, 2024, Disc Medicine, Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders considered and voted on the two proposals set forth below, each of which is described in greater detail in the Company’s Definitive Proxy Statement on Schedule 14A, which was filed with the Securities and Exchange Commission on May 1, 2024. The final voting results are set forth below.

Proposal 1 - Election of Class I Director Nominees

The stockholders of the Company elected Mona Ashiya, Ph.D. and Kevin Bitterman, Ph.D. as Class I directors of the Company, for a three-year term ending at the annual meeting of stockholders to be held in 2027 and until their successors have been duly elected and qualified, or until their earlier death, resignation or removal. The results of the stockholders’ vote with respect to the election of the Class I directors were as follows:

 

Name

    Votes For      Votes Withheld      Broker Non-Votes  

Mona Ashiya, Ph.D.

      21,799,456        149,253        885,757  

Kevin Bitterman, Ph.D.

      16,982,922        4,965,787        885,757  

Proposal 2 – Ratification of Appointment of the Company’s Independent Registered Public Accounting Firm

The stockholders of the Company ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024. The results of the stockholders’ vote with respect to such ratification were as follows:

 

Votes For

  

Votes Against

  

Abstain

22,832,763   1,152   551

No other matters were submitted to or voted on by the Company’s stockholders at the Annual Meeting.

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.

 

    DISC MEDICINE, INC.
Date: June 14, 2024     By:  

/s/ John Quisel

    Name:   John Quisel, J.D., Ph.D.
    Title:   Chief Executive Officer
v3.24.1.1.u2
Document and Entity Information
Jun. 12, 2024
Cover [Abstract]  
Amendment Flag false
Entity Central Index Key 0001816736
Document Type 8-K
Document Period End Date Jun. 12, 2024
Entity Registrant Name Disc Medicine, Inc.
Entity Incorporation State Country Code DE
Entity File Number 001-39438
Entity Tax Identification Number 85-1612845
Entity Address, Address Line One 321 Arsenal Street
Entity Address, Address Line Two Suite 101
Entity Address, City or Town Watertown
Entity Address, State or Province MA
Entity Address, Postal Zip Code 02472
City Area Code (617)
Local Phone Number 674-9274
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Security 12b Title Common Stock, par value $0.0001 per share
Trading Symbol IRON
Security Exchange Name NASDAQ
Entity Emerging Growth Company true
Entity Ex Transition Period false
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