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): December 21, 2018





(Exact name of registrant as specified in its charter)




Delaware   000-28440   68-0328265
(State or other jurisdiction of incorporation)   (Commission File Number)   (I.R.S. Employer Identification No.)
2 Musick, Irvine, CA   92618
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (949) 595-7200




(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.

Endologix, Inc. (the “Company”) held a Special Meeting of Stockholders (the “Special Meeting”) on Friday, December 21, 2018 at 8:00 a.m., Pacific Time, at its corporate headquarters located at 2 Musick, Irvine, California 92618. As of November 9, 2018, the record date for the Special Meeting, the Company had 103,453,661 shares of its common stock outstanding and entitled to vote, of which 65,148,865 shares of the Company’s common stock were present in person or represented by proxy and entitled to vote at the Special Meeting. The following is a brief description of the final voting results for the proposal submitted to a vote of the stockholders at the Special Meeting. This matter is described in more detail in the Company’s definitive proxy statement, which was filed with the SEC on November 13, 2018.

Proposal No. 1: The Company’s stockholders approved an amendment to the Endologix, Inc. Amended and Restated 2015 Stock Incentive Plan to increase the total number of shares of the Company’s common stock reserved for issuance under the plan by 6,000,000 shares, or from 10,300,000 shares to 16,300,000 shares.


Votes For    Votes Against    Votes Abstaining    Broker Non-Votes









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: December 26, 2018     /s/ Vaseem Mahboob
    Vaseem Mahboob
    Chief Financial Officer