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0001711933
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2025-07-07
2025-07-07
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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):
July 7, 2025
Akoya
Biosciences, Inc.
(Exact name of registrant as specified in its
charter)
| Delaware |
001-40344 |
47-5586242 |
(State or other jurisdiction
of incorporation) |
(Commission
File Number) |
(IRS Employer
Identification No.) |
100
Campus Drive, 6th Floor
Marlborough,
MA
(Address of principal executive offices) |
01752
(Zip Code) |
(855)
896-8401
(Registrant’s telephone number, including
area code)
Check the appropriate box below
if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | 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 |
|
Name
of each exchange on which registered |
| Common
stock, par value $0.00001 per share |
|
AKYA |
|
The Nasdaq Stock Market LLC |
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 x
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 July 7, 2025, Akoya
Biosciences, Inc. (the “Company,” “we,” “us,” or “our”) held a special meeting of its
stockholders (the “Special Meeting”). Of the 49,954,210 shares of our common stock issued and outstanding at the close of
business June 5, 2025, the record date for the Special Meeting, 42,421,181 shares were represented in person or by proxy, representing
approximately 85% of the outstanding shares as of the record date, constituting a quorum for all matters to be presented at the Special
Meeting.
Two proposals were submitted
to our stockholders for a vote at the Special Meeting. The proposals are described in detail in the definitive proxy statement for the
Special Meeting filed with the Securities and Exchange Commission on June 16, 2025. Below is a brief description of, and the final results
of the votes for, each proposal:
Proposal 1: Our stockholders approved
the proposal to adopt the Amended and Restated Agreement and Plan of Merger, dated as of April 28, 2025, by and among Quanterix Corporation,
Wellfleet Merger Sub, Inc. and Akoya Biosciences, Inc. (the “Akoya Merger Proposal”).
| Votes For |
|
Votes Against |
|
Abstentions |
|
Broker Non-Votes |
| 42,261,529 |
|
97,486 |
|
62,166 |
|
- |
Proposal 2: Our stockholders approved
the proposal to adjourn the Special Meeting from time to time, if necessary or appropriate, including to solicit additional proxies in
favor of the Akoya Merger Proposal if there are insufficient votes at the time of such adjournment to approve the Akoya Merger Proposal.
| Votes For |
|
Votes Against |
|
Abstentions |
|
Broker Non-Votes |
| 41,986,179 |
|
340,995 |
|
94,007 |
|
- |
However, because the Akoya Merger Proposal was
approved, the adjournment of the Special Meeting was not necessary to continue to solicit additional proxies and, accordingly, the Special
Meeting was not adjourned.
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.
| Date:
July 7, 2025 |
Akoya
Biosciences, Inc. |
| |
|
|
| |
By: |
/s/
Brian McKelligon |
| |
|
Brian
McKelligon |
| |
|
Chief
Executive Officer |