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): ~~August~~November 101, 2022

ABIOMED, Inc.

(Exact name of Registrant as Specified in Its Charter)


Delaware	001-09585	04-2743260
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

22 Cherry Hill Drive
Danvers, Massachusetts 01923

(Address of Principal Executive Offices, including Zip Code)

(978) 646-1400

(Registrant’s Telephone Number, including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading symbol	Name of each exchange on which registered
Common Stock, $0.01 par value	ABMD	The NASDAQ Stock Market LLC

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 Instructions 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))

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 52.0702 ~~Submission~~Results of ~~Matters~~Operations toand aFinancial ~~Vote of Security Holders~~Condition.

On ~~August~~November 101, 2022, ABIOMED, Inc. (the “Company,”) ~~held~~“we” ~~its~~or ~~2022 Annual Meeting of Stockholders (the~~ “~~Annual Meeting~~us”). Atissued ~~the~~a ~~Annual~~press ~~Meeting,~~release ~~shareholders~~reporting ~~considered~~our ~~and~~financial ~~voted~~results onfor ~~the~~our ~~following~~second ~~proposals,~~quarter ~~each~~ended ofSeptember ~~which~~30, is2022. ~~described~~A incopy ~~more~~of ~~detail in~~ the ~~Company’s~~press ~~proxy~~release ~~statement~~is ~~filed~~set inforth ~~connection~~as ~~with~~Exhibit ~~the Annual Meeting: (~~99.1) ~~the~~and ~~election~~is ofincorporated ~~Michael~~herein R.by ~~Minogue, Martin P~~reference. ~~Sutter~~The ~~and~~information ~~Paula~~contained A.in ~~Johnson~~this ~~each~~report asshall anot ~~Class~~be ~~III~~deemed ~~director~~"filed" tofor ~~serve~~purposes aof ~~three-year~~Section ~~term~~18 ~~expiring~~of at the ~~2025~~Securities ~~Annual~~Exchange ~~Meeting~~Act of ~~Stockholders;~~1934 ~~(2)~~or ~~the~~otherwise ~~approval,~~subject onto athe ~~non-binding,~~liabilities ~~advisory~~of ~~basis~~that Section, ofnor ~~the~~shall ~~compensation~~it ofbe ~~the~~deemed ~~Company's~~incorporated ~~named~~by ~~executive~~reference ~~officers~~in ~~(as~~any ~~disclosed~~filing inunder the ~~proxy~~Securities ~~statement~~Act ~~filed~~of in1933 ~~connection~~or ~~with~~ the ~~Annual~~Securities ~~Meeting);~~Exchange ~~and~~Act ~~(3)~~of ~~the~~1934, ~~ratification~~whether ofmade before or after the ~~appointment~~date ofhereof ~~Deloitte~~and &regardless ~~Touche~~of ~~LLP~~any asgeneral ~~the~~incorporation ~~Company's~~language ~~independent~~in ~~registered~~such ~~public~~filing, ~~accounting~~except ~~firm~~as ~~for~~expressly ~~the~~set ~~fiscal~~forth ~~year~~by ~~ending~~specific ~~March~~reference ~~31,~~in ~~2023.~~such filing.

~~The~~Caution ~~holders~~Concerning ofForward-Looking ~~41,944,819 shares of common stock were present or represented by proxy at the Annual Meeting. The results of the votes for each of these proposals were as follows:~~Statements

~~Proposal~~This ~~One:~~Form ~~Election~~8-K contains information that includes or is based on forward-looking statements within the meaning of ~~Directors~~the federal securities laws that are subject to various risks and uncertainties that could cause our actual results to differ materially from those expressed or implied in such statements. Such statements include, but are not limited to, those regarding our financial performance and the impact of the COVID-19 pandemic on our operations and financial results and are subject to, among other risks, the COVID-19 pandemic and any related policies and actions by governments or other third parties. Additional information concerning these and other factors is contained in our filings with the U.S. Securities and Exchange Commission, including our Annual Report on Form 10-K and Quarterly Reports on Form 10-Q that we have filed or will file hereafter. We disclaim any intention or obligation to publicly update or revise any forward-looking statement to reflect any change in our expectations or in events, conditions or circumstances on which those expectations may be based, or that affect the likelihood that actual results will differ from those contained in the forward-looking statements.

Nominee	Votes For	Votes Withheld	Broker Non-Votes
Michael R. Minogue	36,742,284	2,893,539	2,308,996
Martin P. Sutter	22,443,240	17,192,583	2,308,996
Paula A. Johnson	39,091,026	544,797	2,308,996

Item 9.01 Financial Statements and Exhibits.

~~Proposal~~(d) ~~Two:~~Exhibits. ~~Non-Binding, Advisory Vote on Executive Compensation~~

Votes For	Votes Against	Abstentions	Broker Non-Votes
Exhibit	Description
14,295,971	25,312,782	27,070	2,308,996
99.1	Press release dated November 1, 2022
104	Cover Page Interactive Data File (embedded with the Inline XBRL document)

Proposal Three: Ratification of Appointment of the Company’s Independent Registered Public Accounting Firm

Votes For		Votes Against		Abstentions		Broker Non-Votes
41,427,426		502,960		14,433		0

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.

	ABIOMED, Inc.
	By:	/s/ ~~Marc~~Todd A. ~~Began~~Trapp
		Marc A. BeganExecutive Vice President, General Counsel and Secretary
		Todd A. TrappExecutive Vice President and Chief Financial Officer(Authorized Signatory)
Date: August 12, 2022
Date: November 1, 2022

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