rpid-20260521
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): May 21, 2026
RAPID MICRO BIOSYSTEMS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-40592 | 20-8121647 | ||||||
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||
25 Hartwell Avenue, Lexington, MA | 02421 | |||||||
(Address of principal executive offices) | (Zip Code) | |||||||
978-349-3200
(Registrant’s telephone number, including area code)
Not Applicable
(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:
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | ||||
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | ||||
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | ||||
| o | 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 Symbols | Name of each exchange on which registered | ||||||||||||
| Class A Common Stock, $0.01 par value per share | RPID | The Nasdaq Capital 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 þ
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. o
Item 5.07 | Submission of Matters to a Vote of Security Holders. | ||||
The Company held its annual meeting of stockholders on May 21, 2026 (the “Annual Meeting”), at which a quorum was present. There were two items of business acted upon by the stockholders. There were 41,267,511 shares of the Company’s Class A common stock eligible to vote, and 37,099,555 shares were present in person or by proxy at the Annual Meeting. The following is a summary of the matters voted on at the Annual Meeting:
1. The Company’s stockholders elected Richard Kollender as a Class II Director to serve until the 2029 Annual Meeting of Stockholders and until his successor has been duly elected and qualified or until such director’s earlier death, resignation or removal.
The results of the stockholders’ vote with respect to the election of such Class II Director were as follows:
| Votes For | Votes Withheld | Broker Non-Votes | |||||||||
| Richard Kollender | 23,180,585 | 1,998,525 | 11,920,445 | ||||||||
2. The Company’s stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The results of the stockholders’ vote with respect to such ratification were as follows:
| Votes For | Votes Against | Votes Abstaining | Broker Non-Votes | ||||||||
| 37,096,030 | 3,292 | 233 | 0 | ||||||||
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.
| RAPID MICRO BIOSYSTEMS, INC. | ||||||||
| Date: May 28, 2026 | By: | /s/ Sean Wirtjes | ||||||
| Sean Wirtjes | ||||||||
| Chief Financial Officer | ||||||||