Decoy Therapeutics Inc.
02/25/2026 | Press release | Distributed by Public on 02/25/2026 08:16
Proxy Results (Form 8-K)
Item 5.07. Submission of Matters to a Vote of Security Holders.
On February 24, 2026, Decoy Therapeutics Inc. (the "Company") held a virtual special meeting of stockholders (the "Special Meeting"). The Company's stockholders voted on three proposals at the Special Meeting as set forth below, each of which is described in more detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on January 9, 2026. There were 2,696,758 shares of common stock, par value $0.0001 per share (the "Common Stock") present and entitled to vote at the Special Meeting, online or by proxy, which constituted a quorum for the transaction of business. In deciding the proposals at the Special Meeting, each share of Common Stock represented one vote.
At the Special Meeting, the Company's stockholders voted on the following proposals:
1.
To approve the Decoy Therapeutics Inc. 2026 Equity Incentive Plan (the "Equity Compensation Plan Proposal");
2.
To approve an amendment to the Company's Amended and Restated Certificate of Incorporation, as amended, to effect a reverse split of the Company's outstanding Common Stock at a ratio in the range of 1-for-4 to 1-for-15 to be determined at the discretion of the Company's Board of Directors, whereby each outstanding 4 to 15 shares of Common Stock would be combined, converted and changed into one share of the Company's Common Stock (the "Reverse Stock Split Proposal"); and
3.
To authorize one or more adjournments of the Special Meeting to solicit additional proxies in the event there are insufficient votes to approve Proposal 1 and/or 2 described above (the "Adjournment Proposal").
All of the proposals were voted upon and approved by the requisite majority of the Company's stockholders. The voting results at the Special Meeting are shown below:
Proposal 1-The Equity Compensation Plan Proposal.
|
Votes For |
Votes Against |
Abstentions |
Broker Non-Votes |
|||
|
351,837 |
68,978 |
55,703 |
The stockholders approved the Equity Compensation Plan Proposal.
Proposal 2- The Reverse Stock Split Proposal.
|
Votes For |
Votes Against |
Abstentions |
Broker Non-Votes |
||||
|
2,187,125 |
507,474 |
2,173 |
The stockholders approved the Reverse Stock Split Proposal.
Proposal 3-The Adjournment Proposal.
|
Votes For |
Votes Against |
Abstentions |
Broker Non-Votes |
||||
|
2,237,338 |
450,908 |
8,526 |
2,220,254 |
Adjournment of the Special Meeting was not necessary or appropriate because there were sufficient votes in favor of the Equity Compensation Plan Proposal and the Reverse Stock Split Proposal.
Decoy Therapeutics Inc. published this content on February 25, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on February 25, 2026 at 14:16 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]