Fate Therapeutics, Inc. (NASDAQ:FATE) Files An 8-K Submission of Matters to a Vote of Security Holders

Item 5.07

The following proposals were submitted to the stockholders at the
2017 Annual Meeting of Stockholders of Fate Therapeutics, Inc.
(the Company) held on May 2, 2017:

(i) The election of two Class I directors, as nominated by the
Board of Directors, to hold office until the 2020 Annual Meeting
of Stockholders or until their successors are duly elected and
qualified;

(ii) The ratification of the appointment of Ernst Young LLP as
the independent registered public accounting firm of the Company
for its fiscal year ending December 31, 2017;

(iii) The approval of the issuance of shares of common stock upon
conversion of the Companys outstanding Class A Convertible
Preferred Stock; and

(iv) The approval of the amendment and restatement of the
Companys 2013 Stock Option and Incentive Plan (the 2013 Plan) to
increase the number of shares of common stock reserved for
issuance under the 2013 Plan and approval of the material terms
for payment of performance-based compensation.

The proposals are described in detail in the Companys Proxy
Statement filed with the Securities and Exchange Commission on
March 22, 2017.

The number of shares of common stock entitled to vote at the
annual meeting was 41,386,506. The number of shares of common
stock present or represented by valid proxy at the Annual Meeting
was 34,219,823. All matters submitted to a vote of the Companys
stockholders at the Annual Meeting were approved and all director
nominees were elected.

The number of votes cast for and against and the number of
abstentions and broker non-votes with respect to each matter
voted upon are set forth below:

There were 8,308,029 broker non-votes regarding the election of
directors.

Stockholders ratified the appointment of Ernst Young LLP as the
Companys independent registered public accounting firm for the
fiscal year ending December 31, 2017. The results of the voting
included 34,184,643 votes for, 21,474 votes against, and 13,706
votes abstained.

There were zero broker non-votes regarding this proposal.

(c) Approval of Issuance of 14,097,745 Shares of Common Stock
upon Conversion of 2,819,549 Shares of Class A Convertible
Preferred Stock.

Stockholders approved the issuance of 14,097,745 shares of common
stock upon conversion of the Companys 2,819,549 shares of
outstanding Class A Convertible Preferred Stock (the Preferred
Shares). The results of the voting included 25,812,238 votes for,
85,044 votes against, and 14,512 votes abstained.

Because the Companys common stock is listed on the NASDAQ Global
Market, the stock is subject to the NASDAQ Listing Rules. The
potential issuance of the shares of the Companys common stock
upon conversion of the Preferred Shares would have implicated
certain of the NASDAQ listing standards requiring prior
stockholder approval in order to maintain the Companys listing on
the NASDAQ Global Market, including under NASDAQ Listing Rule
5635 which requires prior stockholder approval for the issuance,
other than in a public offering, of common stock (or securities
convertible into common stock) equal to 20% or more of the common
stock or 20% or more of the voting power outstanding before the
issuance of common stock.

There were 8,308,029 broker non-votes regarding this proposal.

(d) Approval of the amendment and restatement of the 2013 Plan to
increase the number of shares of common stock reserved for
issuance under the 2013 Plan and approval of the material terms
for payment of performance-based compensation.

Stockholders approved the amendment and restatement of the 2013
Plan to increase the number of shares reserved for issuance under
the 2013 Plan and approval of the material terms for payment of
performance-based compensation. The results of the voting
included 17,795,893 votes for, 8,025,436 votes against, and
90,465 votes abstained. A copy of such amended and restated 2013
Plan in the form approved by the stockholders is filed hereto as
Exhibit 10.1.

There were 8,308,029 broker non-votes regarding this proposal.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

About Fate Therapeutics, Inc. (NASDAQ:FATE)

Fate Therapeutics, Inc. (Fate Therapeutics) is a clinical-stage biopharmaceutical company. The Company is engaged in development of programmed cellular immunotherapies for cancer and immune disorders. The Company’s cell therapy pipeline consists of immuno-oncology programs, including cancer immunotherapies derived from engineered induced pluripotent cells, and immuno-regulatory programs, including hematopoietic cell immunotherapies for protecting the immune system of patients undergoing hematopoietic cell transplantation and for suppressing autoimmunity. Its lead clinical program is ProTmune, which is a programmed immuno-regulatory cell therapy. The Company programs immune cells, such as CD34+ cells, Natural Killer (NK) cells and T cells, by utilizing its cell programming approach. Its adoptive cell therapy programs are based on the Company’s ex vivo cell programming approach, which it applies to modulate the therapeutic function and direct the fate of immune cells.

Fate Therapeutics, Inc. (NASDAQ:FATE) Recent Trading Information

Fate Therapeutics, Inc. (NASDAQ:FATE) closed its last trading session 00.00 at 4.34 with 394,478 shares trading hands.