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8-K
0001833769false00018337692022-06-082022-06-08

 

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 08, 2022

 

 

Hyperfine, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-39949

98-1569027

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

351 New Whitfield Street

 

Guilford, Connecticut

 

06437

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (866) 796-6767

 

N/A

(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

Class A common stock, $0.0001 par value per share

 

HYPR

 

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.

(a)
On June 8, 2022, Hyperfine, Inc. (the “Company”) held its 2022 annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on two proposals, each of which is described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 25, 2022. At the Annual Meeting, holders of 14,347,810 shares of the Company’s Class A common stock and 15,055,288 shares of the Company’s Class B common stock were present in person or by proxy at the Annual Meeting, which represented approximately 88.5% of the voting power of the shares of the Company’s common stock issued and outstanding and entitled to vote at the Annual Meeting, which constituted a quorum for the transaction of business. Stockholders were entitled to one vote for each share of Class A common stock held as of the close of business on April 20, 2022 (the “Record Date”), and 20 votes for each share of Class B common stock held as of the Record Date.
(b)
The following actions were taken at the Annual Meeting:
1.
The following nominees were reelected to serve on the Company’s board of directors until the Company’s 2023 annual meeting of stockholders and until their respective successors have been elected and qualified, based on the following votes:

 

Name

 

Votes For

 

Votes Against

 

Votes Abstained

 

Broker Non-Votes

R. Scott Huennekens

 

308,681,188

 

2,134,162

 

174,095

 

4,464,125

Jonathan M. Rothberg, Ph D.

 

308,524,161

 

2,457,135

 

8,149

 

4,464,125

Dave Scott

 

309,034,405

 

1,942,581

 

12,459

 

4,464,125

John Dahldorf

 

310,726,597

 

71,171

 

191,677

 

4,464,125

Ruth Fattori

 

308,965,932

 

1,995,749

 

27,764

 

4,464,125

Maria Sainz

 

310,895,230

 

66,458

 

27,757

 

4,464,125

Daniel J. Wolterman

 

310,581,894

 

215,939

 

191,612

 

4,464,125

 

2.
The appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022 was ratified, based on the following votes:

 

Votes For

 

Votes Against

 

Votes Abstained

315,425,459

 

8,869

 

19,242

 

 

 

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 thereunto duly authorized.

 

 

 

HYPERFINE, INC.

 

 

 

 

Date:

June 9, 2022

By:

/s/ Neela Paykel

 

 

 

Neela Paykel
General Counsel, Chief Compliance Officer and
 Corporate Secretary