txg-20250603
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 3, 2025
10x Genomics, Inc.
(Exact name of registrant as specified in its charter)
Delaware | 001-39035 | 45-5614458 | ||||||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
6230 Stoneridge Mall Road
Pleasanton, California 94588
(925) 401-7300
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
___________________________
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 | Name of each exchange on which registered | ||||||||||||
Class A common stock, par value $0.00001 per share | TXG | 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 ☐
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
The annual meeting of stockholders of 10x Genomics, Inc. (the "Company") was held on June 3, 2025 via live webcast (the “Annual Meeting”). At the Annual Meeting, there were present, virtually or by proxy, holders of 108,937,350 shares of the Company's Class A and Class B common stock, representing 216,567,558, or approximately 87.7%, of the 246,945,247 eligible votes, constituting a quorum. The matters submitted to a vote at the Annual Meeting and the final voting results of such matters were as follows:
Proposal 1 - Election of Directors
The Company’s stockholders approved the election of two Class III directors, each to hold office for a three-year term expiring at the Company’s 2028 annual meeting of stockholders or until his or her respective successor has been duly elected and qualified or until his or her earlier resignation or removal. The final voting results were as follows:
| Nominee | Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||||||||||||||||
| Sri Kosaraju | 189,313,724 | 7,243,542 | 172,526 | 19,837,766 | ||||||||||||||||||||||
| Shehnaaz Suliman | 168,973,468 | 27,595,026 | 161,298 | 19,837,766 | ||||||||||||||||||||||
Proposal 2 - Ratification of Independent Registered Public Accounting Firm
The Company’s stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2025. There were no broker non-votes on this proposal. The final voting results were as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||||||||
| 215,766,816 | 312,396 | 488,346 | — | |||||||||||||||||
Proposal 3 - Non-binding, Advisory Vote to Approve Executive Compensation of Named Executive Officers
The Company’s stockholders approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers as described in more detail in the Company's definitive proxy statement filed with the U.S. Securities and Exchange Commission on April 14, 2025. The final voting results were as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||||||||
| 164,321,765 | 32,192,042 | 215,985 | 19,837,766 | |||||||||||||||||
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
10x Genomics, Inc. | ||||||||
By: | /s/ Eric S. Whitaker | |||||||
Name: | Eric S. Whitaker | |||||||
Title: | Chief Legal Officer | |||||||
| Date: June 5, 2025 | ||||||||