Document


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 16, 2019
 
MACROGENICS, INC.

(Exact Name of Registrant as Specified in Charter)
 
Delaware
001-36112
06-1591613
(State or Other Jurisdiction
of Incorporation)
(Commission
 File Number)
(IRS Employer
 Identification No.)

9704 Medical Center Drive,
Rockville, Maryland
20850
(Address of Principal Executive Offices)
(Zip Code)

Registrant's telephone number, including area code:  (301) 251-5172
 
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 (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))


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).
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 $0.01 per share
MGNX
Nasdaq Global Select Market
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.

MacroGenics, Inc. (the "Company") held its 2019 Annual Meeting of Stockholders on May 16, 2019. A total of 37,047,070 shares of the Company's common stock were present or represented by proxy at the meeting, which represented approximately 75.91% of the Company's 48,804,476 shares of common stock that were outstanding and entitled to vote at the meeting as of the record date of March 22, 2019. Stockholders considered the three proposals outlined below, each of which is described in more detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 5, 2019.

Proposal 1. The election of three nominees to serve as Class III directors, each for a term of three years. All director nominees were elected. The voting results were as follows:

Nominees
 
For
 
Withheld
Broker Non-Votes
Paulo Costa
 
30,942,374
 
511,376
5,593,320
Karen Ferrante, M.D.
 
30,973,026
 
480,724
5,593,320
Edward Hurwitz
 
31,033,647
 
420,103
5,593,320
 
Proposal 2. The ratification of the appointment by the audit committee of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal year 2019. Proposal 2 was approved. The voting results were as follows:

For
 
Against
 
Abstain
 
Broker Non-Votes
36,937,216
 
103,238
 
6,616
 

Proposal 3. To approve, on an advisory basis, the compensation of our named executive officers as disclosed in our annual meeting proxy statement. Stockholders approved the compensation of our named executive officers. The voting results were as follows:

For
 
Against
 
Abstain
 
Broker Non-Votes
30,789,010
 
64,129
 
19,611
 
5,593,320








 SIGNATURE

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:  May 20, 2019
MACROGENICS, INC.
 
By:
/s/Jeffrey Peters
Jeffrey Peters
Vice President and General Counsel