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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): May 18, 2021

 

Certara, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware 001-39799 82-2180925
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
     
100 Overlook Center    
Suite 101    
Princeton, New Jersey   08540
(Address of principal executive offices)   (Zip Code)

 

(609) 716-7900 

(Registrant's telephone number, including area code)

 

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 $0.01 per share   CERT   The Nasdaq Global Select 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 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 5.07Submission of Matters to a Vote of Security Holders

 

On May 18, 2021, Certara, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). The proposals are described in the Company’s definitive proxy statement for the Annual Meeting, as filed with the Securities and Exchange Commission on April 8, 2021. The final results for the votes regarding each proposal are set forth below.

 

1.The Company’s stockholders elected the three Class I directors listed below to the Board of Directors of the Company to hold office until the 2024 annual meeting of stockholders and until their respective successors have been duly elected and qualified. The votes regarding this proposal were as follows:

 

   For   Withhold   Broker Non-Votes 
James E. Cashman III   124,069,969    211,437    1,049,613 
Mason P. Slaine   118,521,750    5,759,656    1,049,613 
Ethan Waxman   123,643,310    638,096    1,049,613 

 

2.The Company’s stockholders ratified the appointment of the Company’s independent registered public accounting firm for the 2021 fiscal year. The votes regarding this proposal were as follows:

 

For  Against   Abstain   Broker Non-Votes 
125,303,324   4,516    23,539    0 

 

 

 

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.

 

  CERTARA, INC.
  (Registrant)
   
Date: May 20, 2021  
   
  By: /s/ Richard Traynor
    Richard M. Traynor
    Senior Vice President and General Counsel