Anteris Technologies Global Corp.

12/04/2025 | Press release | Distributed by Public on 12/04/2025 05:04

Proxy Results (Form 8-K)

Item 5.07
Submission of Matters to a Vote of Security Holders
On December 3, 2025, Anteris Technologies Global Corp. (the "Company") held its Annual Meeting of its stockholders (the "Annual Meeting") at which a quorum was present. The matters listed below were submitted to a vote of the Company's stockholders at the Annual Meeting through the solicitation of proxies. Detailed descriptions of the proposals are included in the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on November 10, 2025 (the "Proxy Statement").
A total of 20,980,141 shares of the Company's common stock were present at the Annual Meeting in person, by virtual attendance, or by proxy, which represents approximately 54.6% of the shares of common stock outstanding as of October 30, 2025, which was the record date for the Annual Meeting.
Proposal 1A: Election of John Seaberg as Director

The Company's stockholders approved the election of John Seaberg as a Class I director to serve until the 2028 annual meeting of stockholders and until his successor is duly elected and qualified or until the earlier of his death, resignation, disqualification or removal. The final voting results are as follows:
Votes For
Votes Against
Abstentions
14,305,918
2,366,543
580,841

Proposal 1B: Election of Gregory Moss as Director

The Company's stockholders approved the election of Gregory Moss as a Class I director to serve until the 2028 annual meeting of stockholders and until his successor is duly elected and qualified or until the earlier of his death, resignation, disqualification or removal. The final voting results are as follows:

Votes For
Votes Against
Abstentions
15,653,027
1,004,903
595,372

Proposal 2: Appointment of KPMG
The Company's stockholders approved the ratification of the appointment of KPMG as the Company's independent registered public accounting firm for the 2025 fiscal year. The final voting results are as follows:
Votes For
Votes Against
Abstentions
20,620,868
146,666
212,607

Proposal 3: Grant of RSUs to Wayne Paterson (IPO)
The Company's stockholders approved, for the purposes of ASX Listing Rule 10.14 and for all other purposes, the grant of 1,000,000 restricted stock units ("RSUs") to Wayne Paterson in connection with the Company's U.S. initial public offering (the "IPO"), on the terms and conditions set out in the Proxy Statement. The final voting results are as follows:
Votes For
Votes Against
Abstentions
13,208,624
1,658,798
2,385,880
Proposal 4: Grant of RSUs to John Seaberg (IPO)
The Company's stockholders approved, for the purposes of ASX Listing Rule 10.14 and for all other purposes, the grant of 83,333 RSUs to John Seaberg in connection with the IPO, on the terms and conditions set out in the Proxy Statement. The final voting results are as follows:
Votes For
Votes Against
Abstentions
13,232,053
2,002,822
2,018,427

Proposal 5: Grant of RSUs to Stephen Denaro (IPO)
The Company's stockholders approved, for the purposes of ASX Listing Rule 10.14 and for all other purposes, the grant of 41,666 RSUs to Stephen Denaro in connection with the IPO, on the terms and conditions set out in the Proxy Statement. The final voting results are as follows:
Votes For
Votes Against
Abstentions
13,235,783
1,999,302
2,018,217

Proposal 6: Election of Gregory Moss as Director
The Company's stockholders approved, for the purposes of ASX Listing Rule 10.14 and for all other purposes, the grant of 52,742 RSUs to Gregory Moss in connection with appointment to the Board, on the terms and conditions set out in the Proxy Statement. The final voting results are as follows:
Votes For
Votes Against
Abstentions
13,526,644
1,707,591
2,019,067

Proposal 7: Grant of RSUs to David Roberts

The Company's stockholders approved, for the purposes of ASX Listing Rule 10.14 and for all other purposes, the grant of 52,742 RSUs to David Roberts in connection with i.e. "David Roberts in connection with his appointment" appointment to the Board, on the terms and conditions set out in the Proxy Statement. The final voting results are as follows:
Votes For
Votes Against
Abstentions
13,531,294
1,702,941
2,019,067
Proposal 8: Grant of RSUs to John Seaberg

The Company's stockholders approved, for the purposes of ASX Listing Rule 10.14 and for all other purposes, the grant of $250,000 (in grant date value) of RSUs to John Seaberg in connection with the annual meeting for the 2025 fiscal year, on the terms and conditions set out in the Proxy Statement. The final voting results are as follows:
Votes For
Votes Against
Abstentions
13,102,222
2,166,611
1,984,469

Proposal 9: Grant of RSUs to Stephen Denaro
The Company's stockholders approved, for the purposes of ASX Listing Rule 10.14 and for all other purposes, the grant of $125,000 (in grant date value) of RSUs to Stephen Denaro in connection with the annual meeting for the 2025 fiscal year, on the terms and conditions set out in the Proxy Statement. The final voting results are as follows:
Votes For
Votes Against
Abstentions
13,090,812
2,173,577
1,988,913

Proposal 10: Grant of RSUs to Gregory Moss
The Company's stockholders approved, for the purposes of ASX Listing Rule 10.14 and for all other purposes, the grant of $61,644 (in grant date value) of RSUs to Gregory Moss in connection with the annual meeting for the 2025 fiscal year, on the terms and conditions set out in the Proxy Statement. The final voting results are as follows:
Votes For
Votes Against
Abstentions
13,150,782
2,112,607
1,989,913

Proposal 11: Grant of RSUs to David Roberts
The Company's stockholders approved, for the purposes of ASX Listing Rule 10.14 and for all other purposes, the grant of $61,644 (in grant date value) of RSUs to David Roberts in connection with the annual meeting for the 2025 fiscal year, on the terms and conditions set out in the Proxy Statement. The final voting results are as follows:
Votes For
Votes Against
Abstentions
13,143,511
2,119,468
1,990,323

Proposal 12: Adjustments for Employee Incentive Plan Exercise Price
The Company's stockholders approved, for the purposes of ASX Listing Rule 6.23.4 and for all other purposes, adjustments to the exercise price of certain stock options previously granted under the Company's Employee Incentive Plan, on the terms and conditions set out in the Proxy Statement. The final voting results are as follows:
Votes For
Votes Against
Abstentions
13,230,229
2,029,493
1,993,580

Proposal 13: Amendments to 2017 and 2020 Incentive Plans
The Company's stockholders approved, for the purposes of ASX Listing Rule 6.23.4 and for all other purposes, amendments to the terms of stock options previously granted under the Company's 2017 Incentive Plan and 2020 Incentive Plan, as set out in the Proxy Statement. The final voting results are as follows:
Votes For
Votes Against
Abstentions
13,177,832
2,076,481
1,998,989

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