Sera Prognostics 8K Submission 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

Date of Report (Date of earliest event reported): June 3, 2022

SERA PROGNOSTICS, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-40606

26-1911522

(State or other jurisdiction
of incorporation)

(Commission File Number)

(IRS Employer
Identification No.)


2749 East Parleys Way, Suite 200 Salt Lake City, Utah						84109
(Address of principal executive offices)						(zip code)

Registrant’s telephone number, including area code: (801) 990-0520

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. o

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

SERA

The Nasdaq Stock Market LLC

Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 3, 2022, Sera Prognostics, Inc. (the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”) via live audio webcast on the Internet. At the Annual Meeting, the stockholders: (1) elected each of Jane F. Barlow, M.D., MPH, MBA, Mansoor Raza Mirza, M.D., and Marcus Wilson, Pharm.D., to the Company’s Board of Directors as a Class I director for a term of three years to serve until the 2025 annual meeting of stockholders and until his or her successor is duly elected and qualified or until his or her earlier death, resignation, or removal (“Election of Directors”); and (2) ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022 (“Auditor Ratification”). A more complete description of each of these matters is set forth in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 22, 2022.

The number of votes cast in favor or against or withheld by the stockholders and, where applicable, the number of abstentions and the number of broker non-votes on each of the foregoing matters are set forth below.

1. Election of Directors


Nominee	Shares Voted For	Shares Voted to Withhold Authority	Broker Non-votes
Jane F. Barlow, M.D., MPH, MBA	15,626,263	14,347	7,470,416
Mansoor Raza Mirza, M.D.	15,256,849	383,761	7,470,416
Marcus Wilson, Pharm.D.	15,420,794	219,816	7,470,416

2. Auditor Ratification


Shares Voted For	Shares Voted Against	Shares Abstaining	Broker Non-votes
23,098,495	7,502	5,029	—

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.


			SERA PROGNOSTICS, INC.

			By:			/s/ Jay Moyes
						Jay Moyes
						Chief Financial Officer

Date: June 6, 2022

Sera Prognostics (SERA) 8-KSubmission of Matters to a Vote of Security Holders