Form 8-K





Washington, DC 20549







Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 15, 2015



NanoString Technologies, Inc.

(Exact name of registrant as specified in its charter)




Delaware   001-35980   20-0094687

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)

530 Fairview Avenue North, Suite 2000

Seattle, Washington 98109

(Address of principal executive offices, including zip code)

(206) 378-6266

(Registrant’s telephone number, including area code)

(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 (see General Instruction A.2. below):


¨ 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))




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

On July 15, 2015, NanoString Technologies, Inc. (the “Company”) held its 2015 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, proxies representing 15,376,677 shares of the Company’s common stock, or approximately 83.5% of the total shares entitled to vote, were present and voted on the following proposals, which are described in more detail in the Company’s definitive proxy statement filed with the United States Securities and Exchange Commission (the “SEC”) on May 27, 2015:

Proposal One – Election of Class II Directors. The following nominees were each elected as Class II director to serve until the 2018 annual meeting of stockholders or until his successor is duly elected and qualified.








Broker Non-Votes


Gregory Norden

     12,782,264         266,203         2,328,210   

Charles P. Waite

     12,693,916         354,551         2,328,210   

Proposal Two – Ratification of the Appointment of Independent Registered Public Accounting Firm. The appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2015 was ratified.







15,369,189    6,482    1,006


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.


NanoString Technologies, Inc.

/s/ R. Bradley Gray

R. Bradley Gray
President and Chief Executive Officer

Date: July 17, 2015