false 0001551693 0001551693 2021-06-10 2021-06-10





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 10, 2021




(Exact name of registrant as specified in its charter)




Delaware   001-36709   20-5551000

(State or other jurisdiction

of incorporation)



File Number)


(I.R.S. Employer

Identification No.)

420 South Fairview Avenue, Suite 200

Santa Barbara, CA 93117

(Address of principal executive offices, with zip code)

(805) 562-3500

(Registrant’s telephone number, including area code)



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 (see General Instruction A.2.):


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





Name of each exchange

on which registered

Common Stock, par value $0.01 per share   SIEN   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.

Sientra, Inc. (“Sientra”) held its 2021 Annual Meeting of Stockholders on June 10, 2021 (the “Annual Meeting”), at which a total of 46,193,343 shares of Sientra common stock, or approximately 80% of the shares entitled to vote, were represented in person or by valid proxies. A description of each matter voted upon at the Annual Meeting is described in detail in Sientra’s definitive proxy statement filed with the Securities and Exchange Commission on April 28, 2021. Set forth below are final voting results for the three proposals that were subject to a vote of Sientra’s stockholders at the Annual Meeting.

1. For the proposal to elect two nominees for director to serve a three-year term expiring at Sientra’s 2024 Annual Meeting of Stockholders, the voting results were as follows:


Name of Directors Elected    For    Withheld    Broker

Ronald Menezes

   35,882,993    299,891    10,010,459

Philippe A. Schaison

   23,096,293    13,086,591    10,010,459

Keith J. Sullivan

   20,848,422    15,334,462    10,010,459

The following individuals are continuing directors with terms expiring at Sientra’s 2022 Annual Meeting of Stockholders: Nicholas Simon and Mary M. Fisher.

The following individuals are continuing directors with terms expiring at Sientra’s 2023 Annual Meeting of Stockholders: Kevin O’Boyle and Caroline Van Hove.



For the proposal to ratify KPMG LLP as Sientra’s independent registered public accounting firm for the fiscal year ending December 31, 2021, the voting results were as follows:


For   Against   Abstain
44,105,064   2,065,239   23,040



For the proposal to approve, on a non-binding advisory basis, the compensation of Sientra’s named executive officers, the voting results were as follows:


For   Against   Abstain   Broker
19,944,268   14,006,775   2,222,493   10,010,459

No other matters were presented for stockholder approval at the Annual Meeting.


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.


Date: June 14, 2021    

/s/ Ronald Menezes

    Ronald Menezes
    President and Chief Executive Officer