Aspen Aerogels (ASPN) 8-KSubmission of Matters to a Vote of Security Holders

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

ASPEN AEROGELS, INC.

(Exact name of Registrant as Specified in Its Charter)

(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:

Securities registered pursuant to Section 12(b) of the Act:

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.

On May 30, 2024, Aspen Aerogels, Inc. (the “Company”) held its 2024 annual meeting of stockholders (the “Annual Meeting”) via live audio webcast on the Internet. Of the 76,082,328 shares of common stock issued and outstanding and eligible to vote as of the record date of April 3, 2024, a quorum of 70,180,009 shares, or 92.2% of the eligible shares, was present at the meeting or represented by proxy.

The following actions were taken at the Annual Meeting:

1. The following nominees were elected to serve on the Company’s board of directors as Class I directors until the 2027 annual meeting of stockholders and until their respective successors are duly elected and qualified, based on the following votes:

After the Annual Meeting, Kathleen M. Kool, Mark L. Noetzel and William P. Noglows continued to serve as Class II directors until the 2025 annual meeting of stockholders and Steven R. Mitchell and Donald R. Young continued to serve as Class III directors until the 2026 annual meeting of stockholders.

2. The appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024 was ratified, based on the following votes:

3. The Company’s stockholders approved, in a non-binding advisory vote, the compensation of the Company’s named executive officers, as disclosed in the Company’s proxy statement for the Annual Meeting, based on the following votes:

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 hereunto duly authorized.