Minerva Neurosciences, Inc.
Minerva Neurosciences, Inc. (Form: 8-K, Received: 06/02/2017 16:34:16)





Washington, D.C. 20549







Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 1, 2017



Minerva Neurosciences, Inc.

(Exact name of registrant as specified in its charter)




Delaware   001-36517   26-0784194

(State or other jurisdiction

of incorporation)



File Number)


(I.R.S. Employer

Identification No.)

1601 Trapelo Road

Suite 284

Waltham, MA

(Address of principal executive offices)   (Zip Code)

(Registrant’s telephone number, including area code): (617) 600-7373


(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))

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 results of matters submitted to a stockholder vote at the Annual Meeting of Stockholders of the Company held on June 1, 2017 (the “2017 Annual Meeting”) in Boston, Massachusetts are as follows:

Proposal 1: Election of Directors . Three nominees were elected to serve on the Board until the 2020 annual meeting of stockholders and until their successors are elected and qualified with the votes set forth below:


Nominee    For      Withheld      Broker Non-Votes  

Marc D. Beer

     27,002,323        698,246        1,265,363  

Dr. David Kupfer

     27,086,246        614,323        1,265,363  

Jan van Heek

     27,066,337        634,232        1,265,363  

Proposal 2: Ratification of Deloitte  & Touche LLP as the independent registered public accounting firm for the fiscal year ended December  31, 2017 . The selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ended December 31, 2017 was ratified with the votes set forth below:


For    Against      Abstain  


     6,502,761        1,493  


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.



/s/ Mark S. Levine

Name:   Mark S. Levine
Title:   Senior Vice President, General Counsel and Secretary

Date: June 2, 2017