Washington, D.C. 20549







Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):     May 14, 2019    



Vaccinex, Inc.

(Exact name of registrant as specified in its charter)




Delaware    001-38624    16-1603202

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)

1895 Mount Hope Avenue, Rochester, New York    14620
(Address of principal executive offices)    (Zip Code)

Registrant’s telephone number, including area code:    (585) 271-2700


(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:


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   VCNX   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.

At the annual meeting of stockholders of Vaccinex, Inc. (the “Company”) held on May 14, 2019, the Company’s stockholders voted on the matters described below.


  Proposal 1.

The Company’s stockholders elected the following nominees as directors, each to serve for a three-year term expiring in 2022.


Director Nominee


Votes For


Authority Withheld


Broker Non-Votes

J. Jeffrey Goater

   7,824,589    66,492    286,844

Bala S. Manian

   7,877,103    13,978    286,844


  Proposal 2.

The Company’s stockholders ratified the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019.


Votes For


Votes Against


Votes Abstained


   105    1,337


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.


    Vaccinex, Inc.
Date: May 14, 2019     By:   /s/ Scott E. Royer
      Scott E. Royer
      Chief Financial Officer