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


On June 20, 2023, Histogen Inc. (the "Company") held its 2023 Annual Meeting of
Stockholders (the "Annual Meeting"). The following is a brief description of
each matter submitted to a vote at the virtual Annual Meeting, as well as the
number of votes cast for, withheld or against, the number of abstentions and the
number of broker non-votes with respect to each matter, as applicable. For more
information about these proposals, please refer to the Company's definitive
proxy statement filed with the Securities and Exchange Commission on May 1,
2023.
There were present, in person or by proxy, a total of 1,644,333 shares of common
stock, or approximately 38,49% of the voting power of the Company's common stock
issued and outstanding and entitled to vote at the Annual Meeting. Each matter
submitted to a vote of stockholders at the Annual Meeting were approved as
described below.
Proposal No. 1: Election of a Class I Director
Daniel L. Kisner, M.D. was elected to serve as a Class I director until the 2026
Annual Meeting of Stockholders. Dr. Kisner received 547,974 votes for and
153,330 votes withheld. There were 943,029 broker non-votes regarding this
proposal.
Proposal No. 2: Approve the Stock Plan Amendment
Stockholders approved an amendment to the Company's 2020 Incentive Award Plan to
increase the number of shares authorized for issuance thereunder by 500,000
shares. The results of the voting included 458,009 votes for and 233,098 votes
against. There were 10,197 votes abstained and 943,029 broker non-votes
regarding this proposal, but abstentions from voting and broker non-votes were
not be counted as votes cast and accordingly had no effect upon the outcome of
the proposal.
Proposal No. 3: Ratify Selection of Auditors
Stockholders ratified the appointment of Mayer Hoffman McCann P.C. as the
Company's independent registered public accounting firm for the fiscal year
ending December 31, 2023. The results of the voting included 1,510,567 votes
for, 121,375 votes against and 12,391 votes abstained. There were no broker
non-votes regarding this proposal.
Proposal No. 4: Advisory (Non-Binding) Vote on Executive Compensation
Stockholders approved, on a non-binding advisory basis, the executive
compensation paid to the Company's named executive officers. The results of the
voting included 571,100 votes for, 124,398 votes against and 5,806 votes
abstained. There were 943,029 broker non-votes regarding this proposal.


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